Perica Michael L. 4

What Happened

• Michael L. Perica, CFO of Rimini Street (RMNI), had vested equity converted into shares and executed automatic sell-to-cover transactions on March 4, 2026. He acquired (exercised/converted) 57,087 shares from vested awards (38,313 Restricted Stock Units and 18,774 Performance Units) and, in connection with vesting, 57,087 shares were reported as derivative dispositions (withheld/cancelled for tax withholding). Separately, he sold 24,879 shares in open-market transactions at $3.64 per share, generating $90,629 in gross proceeds. These sell-to-cover transactions were automatic and not initiated by the reporting person.

Key Details

• Transaction date: March 4, 2026; Form 4 filed March 6, 2026 (appears timely).
• Exercises/conversions (M): 38,313 RSUs and 18,774 Performance Units acquired (total 57,087) at $0.00 per share (vesting conversion).
• Dispositions (derivative): 38,313 and 18,774 shares reported as disposed (tax withholding) at $0.00.
• Open-market sales (S): 16,335 shares @ $3.64 = $59,505 and 8,544 shares @ $3.64 = $31,124 (total 24,879 shares for $90,629).
• Shares owned after the transactions: not specified in the provided summary (see full Form 4 for post-transaction holdings).
• Notable footnotes: sell-to-cover transactions were automatically triggered to satisfy tax withholding obligations (Reporting Person did not initiate). One-third of the RSUs (from a March 4, 2025 grant) and one-third of Earned Performance Units vested on March 4, 2026; remaining two-thirds vest in 2027 and 2028. Each RSU/Performance Unit converts to one share upon vesting.

Context

• This was a routine vesting event with automatic sell-to-cover activity to pay withholding taxes, not an opportunistic market buy or manager-initiated sale. The filing shows an exercise/vesting followed by withholding and open-market sales; these actions are common when equity awards vest and do not necessarily indicate executive sentiment about the stock.