Swarth Investments Ltd. - Mar 30, 2023 Form 4 Insider Report for Ribbon Communications Inc. (RBBN)

Role: 10%+ Owner
Signature: /s/ Suzanne Hart, Nicholas Moss - Directors
Stock symbol: RBBN
Transactions as of: Mar 30, 2023
Transactions value $: $6,515,002
Form type: 4
Date filed: 4/3/2023, 04:05 PM
Previous filing: Aug 18, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RBBN	Series A Preferred Stock	Purchase	$4.85M	+5K		$970.00^*	5K	Mar 30, 2023	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	RBBN	Warrant	Purchase	$1.67M	+442K		$3.77	442K	Mar 30, 2023	Common Stock	27.9M	$3.77	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On March 28, 2023, the Reporting Person and the Issuer entered into a Securities Purchase Agreement (the "Purchase Agreement") among the Reporting Person, the Issuer and the other parties listed on the signature pages thereto, pursuant to which the Issuer issued in a private placement transaction (i) 55,000 shares of the Issuer's Series A Preferred Stock, par value $0.01 per share (the "Preferred Stock") and (ii) warrants (the "Warrants") to purchase up to an aggregate of 4,858,090 shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"). Of the 55,000 shares of Preferred Stock issued under the Purchase Agreement, the Reporting Person acquired 5,000 shares of Preferred Stock. Of the Warrants issued under the Purchase Agreement, the Reporting Person acquired Warrants to purchase up to 441,645 shares of Common Stock.
F2	The transactions contemplated by the Purchase Agreement closed on March 30, 2023, at which time the Preferred Stock and Warrants were issued to the Reporting Person and the other purchasers.

Content

On March 28, 2023, the Reporting Person and the Issuer entered into a Securities Purchase Agreement (the "Purchase Agreement") among the Reporting Person, the Issuer and the other parties listed on the signature pages thereto, pursuant to which the Issuer issued in a private placement transaction (i) 55,000 shares of the Issuer's Series A Preferred Stock, par value $0.01 per share (the "Preferred Stock") and (ii) warrants (the "Warrants") to purchase up to an aggregate of 4,858,090 shares of the Issuer's common stock, par value $0.0001 per share (the "Common Stock"). Of the 55,000 shares of Preferred Stock issued under the Purchase Agreement, the Reporting Person acquired 5,000 shares of Preferred Stock. Of the Warrants issued under the Purchase Agreement, the Reporting Person acquired Warrants to purchase up to 441,645 shares of Common Stock.

The transactions contemplated by the Purchase Agreement closed on March 30, 2023, at which time the Preferred Stock and Warrants were issued to the Reporting Person and the other purchasers.