SEC Form 4 · accession 0001209191-18-013598
RingCentral, Inc. · RNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John H Marlow
Officer — SVP, CAO & General Counsel
Period of report
Feb 22, 2018
Accepted (ET)
Feb 26, 2018 · 6:42 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 StockF2 | Feb 22, 2018 | S | 2,639 | $62.35 | D | 120,355 | D | |
| Class A Common Stock | Feb 26, 2018 | C | 10,000 | $0.00 | A | 130,355 | D | |
| Class A Common StockF5 | Feb 26, 2018 | S | 10,000 | $63.91 | D | 120,355 | 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)F6 | $0.99 | Feb 26, 2018 | M | 10,000 | D | — | Feb 13, 2019 | Class B Common Stock | 10,000 | 44,789 | D |
| Class B Common StockF7 | — | Feb 26, 2018 | M | 10,000 | A | — | — | Class A Common Stock | 10,000 | 348,334 | D |
| Class B Common StockF7 | — | Feb 26, 2018 | C | 10,000 | D | — | — | Class A Common Stock | 10,000 | 338,334 | D |
| Class B Common StockF8,F7 | — | holding | — | — | — | — | — | Class A Common Stock | 12,500 | 12,500 | I |
| Class B Common StockF8,F7 | — | holding | — | — | — | — | — | Class A Common Stock | 12,500 | 12,500 | I |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 14, 2016.
- F2Reflects weighted average sale price. Actual sale prices ranged from $62.00 to $62.60 on February 22, 2018. 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.
- F3Each Share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.
- F4The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 14, 2017.
- F5Reflects weighted average sale price. Actual sale prices ranged from $63.45 to $64.15 on February 26, 2018. 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.
- F6Options are fully vested and exercisable.
- F7Each 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.
- F8Shares held in a trust for the benefit of the Reports Person's children. The Reporting Person and his spouse are co-trustees of this trust.