Eric S. Marmurek - Apr 17, 2023 Form 4 Insider Report for Ribbon Communications Inc. (RBBN)

Role: SVP, Finance & CAO
Signature: Patrick Macken, By POA for Rick Marmurek, SVP Finance & CAO
Stock symbol: RBBN
Transactions as of: Apr 17, 2023
Transactions value $: -$17,818
Form type: 4
Date filed: 4/19/2023, 05:10 PM
Previous filing: Mar 17, 2023
Next filing: Jun 20, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RBBN	Common Stock	Options Exercise	$0	+26.7K	+16.06%	$0.00	193K	Apr 18, 2023	Direct	F1
transaction	RBBN	Common Stock	Tax liability	-$17.8K	-6.5K	-3.37%	$2.74	187K	Apr 18, 2023	Direct	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	Restricted Stock Units (RSUs)	Options Exercise	$0	-26.7K	-33.33%	$0.00	53.4K	Apr 18, 2023	Common Stock	26.7K		Direct	F1, F3
transaction	RBBN	RSUs	Award	$0	+92.9K		$0.00	92.9K	Apr 17, 2023	Common Stock	92.9K		Direct	F1, F4
transaction	RBBN	Performance-Based RSUs (PSUs)	Award	$0	+55.8K		$0.00	55.8K	Apr 17, 2023	Common Stock	55.8K		Direct	F5
transaction	RBBN	PSUs	Award	$0	+37.2K		$0.00	37.2K	Apr 17, 2023	Common Stock	37.2K		Direct	F6

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

Explanation of Responses:

Id	Content
F1	These RSUs convert to Common Stock on a one-for-one basis.
F2	Reflects shares of Common Stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of the RSUs.
F3	The RSUs vested as to one-third on April 18, 2023 and the remaining two-thirds of the RSUs will vest in four equal semi-annual installments thereafter through April 18, 2025.
F4	The RSUs will vest as to one-half on the first anniversary of the date of grant, and the remaining half will vest in two equal semi-annual installments thereafter through April 17, 2025.
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 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.
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 04/17/2026.