SEC Form 4 · accession 0001209191-16-090165
RingCentral, Inc. · RNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Sipes
Officer — EVP of Corporate Development
Period of report
Jan 5, 2016
Accepted (ET)
Jan 6, 2016 · 8:15 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 5, 2016 | C | 19,708 | $0.00 | A | 127,777 | D | |
| Class A Common StockF3 | Jan 5, 2016 | S | 19,708 | $22.31 | D | 108,069 | D | |
| Class A Common StockF4 | Jan 5, 2016 | S | 797 | $22.01 | D | 107,272 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F5 | $2.73 | Jan 5, 2016 | M | 19,708 | D | — | Mar 2, 2022 | Class B Common Stock | 19,708 | 53,606 | D |
| Class B Common StockF1 | — | Jan 5, 2016 | M | 19,708 | A | — | — | Class A Common Stock | 19,708 | 19,708 | D |
| Class B Common StockF1 | — | Jan 5, 2016 | C | 19,708 | D | — | — | Class A Common Stock | 19,708 | 0 | D |
Explanation of responses
- F1Each 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.
- F2The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 9, 2015.
- F3Reflects weighted average sale price. Actual sale prices ranged from $21.95 to $22.73 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.
- F4Reflects weighted average sale price. Actual sale prices ranged from $22.00 to $22.03 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.
- F5The option to purchase 115,000 shares was granted on 3/2/2012 and was exercised in part prior to the date on which the Reporting Person became subject to Section 16. The option was immediately exercisable on the date of grant. 25% of the shares subject to the option vested on 3/2/2013, and 1/48th of the shares vest each month thereafter over the following 36 months.