Bruce McClelland - Apr 17, 2023 Form 4 Insider Report for Ribbon Communications Inc. (RBBN)

Role
President & CEO, Director
Signature
Patrick Macken, By POA from Bruce McClelland, CEO & President
Stock symbol
RBBN
Transactions as of
Apr 17, 2023
Transactions value $
$0
Form type
4
Date filed
4/19/2023, 05:10 PM
Previous filing
Jun 17, 2022
Next filing
May 5, 2023

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 Restricted Stock Units (RSUs) Award $0 +207K $0.00 207K Apr 17, 2023 Common Stock 207K Direct F1, F2
transaction RBBN Performance-Based RSUs (PSUs) Award $0 +232K $0.00 232K Apr 17, 2023 Common Stock 232K Direct F3
transaction RBBN PSUs Award $0 +124K $0.00 124K Apr 17, 2023 Common Stock 124K Direct F4
transaction RBBN PSUs Award $0 +82.6K $0.00 82.6K Apr 17, 2023 Common Stock 82.6K Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The RSUs convert to common stock on a one-for-one basis.
F2 The RSUs will vest as to one-third on the first anniversary of the date of grant, and the remaining two-thirds will vest in four equal semi-annual installments thereafter through April 17, 2026.
F3 Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. The number of PSUs earned and issuable upon vesting will be determined based on achievement of a revenue goal set (prior to grant) by the Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee") for the fiscal year ending December 31, 2023. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on 04/17/2024.
F4 Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. The number of PSUs earned and issuable upon vesting will be determined based on goals (set by the Compensation Committee on an annual basis) for each of the three fiscal years prior to the vesting date. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on 04/17/2026.
F5 Each PSU represents a contingent right to receive one share of the Issuer's Common Stock, based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of a peer index of companies (set by the Compensation Committee at the time of grant) over the three fiscal years ending prior to the vesting date. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on 04/17/2026.