SEC Form 4 · accession 0001209191-16-090164
RingCentral, Inc. · RNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John H Marlow
Officer — SVP & General Counsel
Period of report
Jan 4, 2016
Accepted (ET)
Jan 6, 2016 · 8:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001384905
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jan 4, 2016 | C | 2,000 | $0.00 | A | 44,639 | D | |
| Class A Common StockF3 | Jan 4, 2016 | S | 2,000 | $22.62 | D | 42,639 | D | |
| Class A Common Stock | Jan 5, 2016 | C | 2,000 | $0.00 | A | 44,639 | D | |
| Class A Common StockF4 | Jan 5, 2016 | S | 2,000 | $22.23 | D | 42,639 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock options (right to buy)F5 | $0.99 | Jan 4, 2016 | M | 2,000 | D | — | Feb 13, 2019 | Class B Common Stock | 2,000 | 108,789 | D |
| Class B Common StockF6 | — | Jan 4, 2016 | M | 2,000 | A | — | — | Class A Common Stock | 2,000 | 385,334 | D |
| Class B Common StockF6 | — | Jan 4, 2016 | C | 2,000 | D | — | — | Class A Common Stock | 2,000 | 383,334 | D |
| Stock options (right to buy)F5 | $0.99 | Jan 5, 2016 | M | 2,000 | D | — | Feb 13, 2019 | Class B Common Stock | 2,000 | 106,789 | D |
| Class B Common StockF6 | — | Jan 5, 2016 | M | 2,000 | A | — | — | Class A Common Stock | 2,000 | 385,334 | D |
| Class B Common StockF6 | — | Jan 5, 2016 | C | 2,000 | D | — | — | Class A Common Stock | 2,000 | 383,334 | D |
| Class B Common StockF7,F6 | — | holding | — | — | — | — | — | Class A Common Stock | 12,500 | 12,500 | I |
| Class B Common StockF7,F6 | — | holding | — | — | — | — | — | Class A Common Stock | 12,500 | 12,500 | I |
Explanation of responses
- F1Each Share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.
- F2The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 15, 2015.
- F3Reflects weighted average sale price. Actual sale prices ranged from $22.42 to $22.74 on January 4, 2015. Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.
- F4Reflects weighted average sale price. Actual sale prices ranged from $22.00 to $22.46 on January 5, 2015. Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.
- F525% of the shares subject to the option vested on 2/13/2010, and 1/48th of the shares vested each month thereafter over the following 36 months.
- F6Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock held by a shareholder will convert automatically into one share of Class A Common Stock upon (i) any transfer of such share (subject to certain exceptions), or (ii) the occurrence of certain other specific instances, including the vote of the holders of the Class B Common Stock, as set forth in the issuer's Amended and Restated Certificate of Incorporation.
- F7Shares held in a trust for the benefit of the Reporting Person's children. The Reporting Person and his spouse are co-trustees of this trust.