Robin P. Murray - Jun 6, 2023 Form 4 Insider Report for Rimini Street, Inc. (RMNI)

Role: Director, 10%+ Owner
Signature: /s/ Celeste Rasmussen Peiffer, as Attorney-in-Fact
Stock symbol: RMNI
Transactions as of: Jun 6, 2023
Transactions value $: $0
Form type: 4
Date filed: 6/8/2023, 06:18 PM
Previous filing: Mar 30, 2023
Next filing: Jun 7, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RMNI	Common Stock	Options Exercise	$0	+45.9K	+37.77%	$0.00	167K	Jun 6, 2023	Direct	F10
holding	RMNI	Common Stock						4.32M	Jun 6, 2023	See Footnote	F1
holding	RMNI	Common Stock						4.87M	Jun 6, 2023	See Footnote	F2
holding	RMNI	Common Stock						4.27M	Jun 6, 2023	See Footnote	F3
holding	RMNI	Common Stock						1.31M	Jun 6, 2023	See Footnote	F4
holding	RMNI	Common Stock						1.79M	Jun 6, 2023	See Footnote	F5
holding	RMNI	Common Stock						1.37M	Jun 6, 2023	See Footnote	F6
holding	RMNI	Common Stock						1.35M	Jun 6, 2023	See Footnote	F7
holding	RMNI	Common Stock						3.98M	Jun 6, 2023	See Footnote	F8
holding	RMNI	Common Stock						301K	Jun 6, 2023	See Footnote	F9

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	Options Exercise	$0	-45.9K	-100%	$0.00^*	0	Jun 6, 2023	Common Stock	45.9K		Direct	F11, F12, F13
transaction	RMNI	Restricted Stock Units	Award	$0	+40.2K		$0.00	40.2K	Jun 7, 2023	Common Stock	40.2K		Direct	F11, F12, 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Bremner, Jeffrey T. Diehl, Brian Dudley Elisha P. Gould III, Fred Wang and the Reporting Person 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 III, Fred Wang, and the Reporting Person, 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 III, Fred Wang, and the Reporting Person 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person 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 Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person, 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 Thomas Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould III, Fred Wang and the Reporting Person 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 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 the Reporting Person, 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, the managing member of the general partner of the general partner of each of AS 2013, AS 2014, AS 2015, AS 2016 and AS VGVI (collectively, the "Funds") and 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, Fred Wang and the Reporting Person, 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	The Restricted Stock Units were issued to the Reporting Person, a director of the Issuer, who is a partner of Adams Street Partners, LLC. The Restricted Stock Units may be deemed to be indirectly beneficially owned by Adams Street Partners, LLC. By agreement with the Funds, the Reporting Person disclaims beneficial ownership of the Restricted Stock Units except to the extent of his pecuniary interest therein.
F13	On March 28, 2023, the Reporting Person was awarded 45,918 Restricted Stock Units, 100% of which vested on June 6, 2023, or the day before the date of the Issuer's 2023 Annual Meeting of Stockholders.
F14	100% of the Restricted Stock Units awarded will vest on the earlier to occur of (i) June 7, 2024 or (ii) the day before the date of the Issuer's 2024 Annual Meeting of Stockholders, contingent upon the Reporting Person's continued service as a member of the Issuer's Board of Directors through such date.