SEC Form 4 · accession 0001209191-16-138711
RingCentral, Inc. · RNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kira Makagon
Officer — EVP, Innovation
Period of report
Aug 24, 2016
Accepted (ET)
Aug 25, 2016 · 8:03 pm EDT
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 | Aug 24, 2016 | C | 20,000 | $0.00 | A | 133,540 | D | |
| Class A Common StockF2 | Aug 24, 2016 | S | 20,000 | $22.53 | D | 113,540 | 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)F3 | $6.78 | Aug 24, 2016 | M | 20,000 | D | — | Aug 2, 2022 | Class B Common Stock | 20,000 | 443,397 | D |
| Class B Common StockF4 | — | Aug 24, 2016 | M | 20,000 | A | — | — | Class A Common Stock | 20,000 | 40,000 | D |
| Class B Common StockF4 | — | Aug 24, 2016 | C | 20,000 | D | — | — | Class A Common Stock | 20,000 | 20,000 | D |
Explanation of responses
- F1Each Share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.
- F2Reflects weighted average sale price. Actual sale prices ranged from $22.26 to $22.82 on August 24, 2016. The 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.
- F3The option was immediately exercisable on date of grant. 25% of the shares subject to the option vested on 8/01/2013, and 1/48th of the shares vest each month thereafter over the following 36 months.
- F4Each 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.