Adams Street Partners Llc - May 31, 2022 Form 4/A - Amendment Insider Report for Rimini Street, Inc. (RMNI)

Role: 10%+ Owner
Signature: /s/ Sara Robinson Dasse
Stock symbol: RMNI
Transactions as of: May 31, 2022
Transactions value $: $0
Form type: 4/A - Amendment
Date filed: 3/30/2023, 09:00 PM
Date Of Original Report: Jun 2, 2022
Previous filing: Sep 13, 2021
Next filing: Aug 15, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	RMNI	Common Stock						4.32M	May 31, 2022	See Footnote	F1
holding	RMNI	Common Stock						4.87M	May 31, 2022	See Footnote	F2
holding	RMNI	Common Stock						4.27M	May 31, 2022	See Footnote	F3
holding	RMNI	Common Stock						1.31M	May 31, 2022	See Footnote	F4
holding	RMNI	Common Stock						1.79M	May 31, 2022	See Footnote	F5
holding	RMNI	Common Stock						1.37M	May 31, 2022	See Footnote	F6
holding	RMNI	Common Stock						1.35M	May 31, 2022	See Footnote	F7
holding	RMNI	Common Stock						3.98M	May 31, 2022	See Footnote	F8
holding	RMNI	Common Stock						301K	May 31, 2022	See Footnote	F9
holding	RMNI	Common Stock						122K	May 31, 2022	See Footnote	F10

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	RMNI	Restricted Stock Units	Award	$0	+45.9K		$0.00	45.9K	Mar 28, 2023	Common Stock	45.9K		See Footnote	F11, F12, F13, F14

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

Explanation of Responses:

Id	Content
F1	Represents shares held directly by Adams Street 2007 Direct Fund, L.P. ("AS 2007"). Adams Street Partners, LLC, as the managing member of the general partner of AS 2007, may be deemed to beneficially own the shares held by AS 2007. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2007. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2007 except to the extent of their pecuniary interest therein.
F2	Represents shares held directly by Adams Street 2008 Direct Fund, L.P. ("AS 2008"). Adams Street Partners, LLC, as the managing member of the general partner of AS 2008, may be deemed to beneficially own the shares held by AS 2008. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2008. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2008 except to the extent of their pecuniary interest therein.
F3	Represents shares held directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009"). Adams Street Partners, LLC, as the managing member of the general partner of AS 2009, may be deemed to beneficially own the shares held by AS 2009. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2009. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2009 except to the extent of their pecuniary interest therein.
F4	Represents shares held directly by Adams Street 2013 Direct Fund LP ("AS 2013"). Adams Street Partners, LLC, as the managing member of the general partner of the general partner of AS 2013, may be deemed to beneficially own the shares held by AS 2013. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2013. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2013 except to the extent of their pecuniary interest therein.
F5	Represents shares held directly by Adams Street 2014 Direct Fund LP ("AS 2014"). Adams Street Partners, LLC, as the managing member of the general partner of the general partner of AS 2014, may be deemed to beneficially own the shares held by AS 2014. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2014. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2014 except to the extent of their pecuniary interest therein.
F6	Represents shares held directly by Adams Street 2015 Direct Venture/Growth Fund LP ("AS 2015"). Adams Street Partners, LLC, as the managing member of the general partner of the general partner of AS 2015, may be deemed to beneficially own the shares held by AS 2015. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2015. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2015 except to the extent of their pecuniary interest therein.
F7	Represents shares held directly by Adams Street 2016 Direct Venture/Growth Fund LP ("AS 2016"). Adams Street Partners, LLC, as the managing member of the general partner of the general partner of AS 2016, may be deemed to beneficially own the shares held by AS 2016. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS 2016. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS 2016 except to the extent of their pecuniary interest therein.
F8	Represents shares held directly by Adams Street Venture/Growth Fund VI LP ("AS VGVI"). Adams Street Partners, LLC, as the managing member of the general partner of the general partner of AS VGVI, may be deemed to beneficially own the shares held by AS VGVI. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by AS VGVI. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray, and Fred Wang disclaim beneficial ownership of the shares held by AS VGVI except to the extent of their pecuniary interest therein.
F9	Represents shares held directly by Adams Street Rimini Aggregator LLC ("ASRA"). Adams Street Partners, LLC, as the manager of ASRA, may be deemed to beneficially own the shares held by ASRA. David Brett, Alex Kessel, Michael Taylor, Benjamin Wallwork, Andy Wang and Craig D. Waslin, each of whom is a partner or principal of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares held by ASRA. Adams Street Partners, LLC and David Brett, Alex Kessel, Michael Taylor, Benjamin Wallwork, Andy Wang and Craig D. Waslin disclaim beneficial ownership of the shares held by ASRA except to the extent of their pecuniary interest therein.
F10	The shares of common stock were issued to Robin Murray, a director of the Issuer, who is a partner of Adams Street Partners, LLC. Adams Street Partners, LLC is the managing member of the general partner of AS 2007, AS 2008 and AS 2009, is the managing member of the general partner of the general partner of AS 2013, AS 2014, AS 2015, AS 2016 and AS VGVI (collectively, the "Funds") and is the manager of ASRA. By agreement with the Funds, Mr. Murray is deemed to hold the common stock for the benefit of the Funds. The common stock may be deemed to be indirectly beneficially owned by Adams Street Partners, LLC. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), disclaim beneficial ownership of the common stock except to the extent of their pecuniary interest therein.
F11	Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's common stock upon vesting.
F12	On June 2, 2022, the Reporting Person filed a Form 4 reporting an award of 27,522 Restricted Stock Units by Robin Murray effective as of June 1, 2022. Due to Issuer administrative error, the award was not processed. In accordance with the Issuer's Non-Employee Director Compensation Policy, a copy of which is filed as Exhibit 10.9 to the Issuer's Annual Report on Form 10-K for the year ended December 31, 2022, Robin Murray is entitled to receive an award of Restricted Stock Units (RSUs) with a grant date value of $180,000. This award was processed effective as of March 28, 2023, resulting in the issuance of 45,918 RSUs to Robin Murray.
F13	The Restricted Stock Units may be deemed to be indirectly beneficially owned by Adams Street Partners, LLC. Adams Street Partners, LLC and Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), disclaim beneficial ownership of the Restricted Stock Units except to the extent of their pecuniary interest therein.
F14	100% of the Restricted Stock Units awarded will vest on the earlier to occur of (i) June 1, 2023 or (ii) the day before the date of the Issuer's 2023 Annual Meeting of Stockholders, contingent upon Robin Murray's continued service as a member of the Issuer's Board of Directors through such date.