Bruce William McClelland - 15 May 2025 Form 4 Insider Report for Ribbon Communications Inc. (RBBN)

Reporting relationship: President & CEO, Director
Issuer ticker: RBBN
Reported as of: 15 May 2025
Net transaction value: -$338,083
SEC form: 4
Accepted by SEC: 19 May 2025, 16:20:05 UTC
Prior SEC filing: 22 Apr 2025
Next SEC filing: 17 Oct 2025
Source filing: View source filing
Reporting owner signature: Patrick Macken, By POA for Bruce McClelland, CEO & Director

Key filing fact

Bruce William McClelland filed Form 4 for Ribbon Communications Inc. (RBBN) on 19 May 2025.

Key facts

This page summarizes Bruce William McClelland's Form 4 filing for Ribbon Communications Inc. (RBBN).
9 reported transactions and 7 derivative rows are listed below.
Accepted by SEC: 19 May 2025, 16:20.

Change

Previous filing in this sequence was filed on 22 Apr 2025.
Current net transaction value: -$338,083.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001424201 Primary reporting owner

McClelland Bruce William

Relationship: President & CEO, Director
Address: C/O RIBBON COMMUNICATIONS, 6500 CHASE OAKS BLVD., PLANO
Signature: Patrick Macken, By POA for Bruce McClelland, CEO & Director
Signature date: 19 May 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

RBBN transaction

Common Stock

Options Exercise

Transaction value
Shares: +237,341
Change %: +18%
Price
Shares after: 1,551,680
Date: 16 May 2025
Ownership: Direct
Footnotes: F1

RBBN transaction

Common Stock

Tax liability

Transaction value: $338,083
Shares: -93,393
Change %: -6%
Price: $3.62
Shares after: 1,458,287
Date: 16 May 2025
Ownership: Direct
Footnotes: F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

RBBN transaction Derivative

Restricted Stock Units (RSUs)

Award

Transaction value: $0
Shares: +375,000
Change %
Price: $0.000000
Shares after: 375,000
Date: 15 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 375,000
Exercise price
Footnotes: F1, F3

RBBN transaction Derivative

RSUs

Award

Transaction value: $0
Shares: +474,684
Change %
Price: $0.000000
Shares after: 474,684
Date: 15 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 474,684
Exercise price
Footnotes: F4

RBBN transaction Derivative

RSUs

Award

Transaction value: $0
Shares: +3,125,000
Change %
Price: $0.000000
Shares after: 3,125,000
Date: 15 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,125,000
Exercise price
Footnotes: F4, F5

RBBN transaction Derivative

Performance-Based RSUs (PSUs)

Award

Transaction value: $0
Shares: +132,353
Change %
Price: $0.000000
Shares after: 132,353
Date: 15 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 132,353
Exercise price
Footnotes: F5

RBBN transaction Derivative

PSUs

Award

Transaction value: $0
Shares: +88,235
Change %
Price: $0.000000
Shares after: 88,235
Date: 15 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 88,235
Exercise price
Footnotes: F6

RBBN transaction Derivative

PSUs

Award

Transaction value: $0
Shares: +272,943
Change %
Price: $0.000000
Shares after: 272,943
Date: 15 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 272,943
Exercise price
Footnotes: F7

RBBN transaction Derivative

RSUs

Options Exercise

Transaction value: $0
Shares: -237,341
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 16 May 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 237,341
Exercise price
Footnotes: F8

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

These RSUs convert to Common Stock on a one-for-one basis.

Footnote F2

Reflects shares of Common Stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting.

Footnote F3

The RSUs vest as to one-third on May 15, 2026; the remaining two-thirds of the RSUs will vest in four equal semi-annual installments thereafter through May 15, 2028.

Footnote F4

The RSUs vest as to one-half on May 15, 2026; the remaining one-half of the RSUs will vest in two equal semi-annual installments thereafter through May 15, 2027.

Footnote F5

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 150% 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 May 15, 2028.

Footnote F6

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 May 15, 2028.

Footnote F7

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 the fiscal year ending December 31, 2026. The aggregate number of shares issued may range from zero shares to 150% 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 May 15, 2027.

Footnote F8

The RSUs were granted on May 15, 2024 and vested in full on May 16, 2025.