Statement of Changes in Beneficial Ownership (4)
March 16 2018 - 5:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Dhruv Mitesh
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2. Issuer Name
and
Ticker or Trading Symbol
RingCentral Inc
[
RNG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Financial Officer
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(Last)
(First)
(Middle)
C/O RINGCENTRAL, INC, 20 DAVIS DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/14/2018
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(Street)
BELMONT, CA 94002
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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3/14/2018
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C
(1)
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3000
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A
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$0.00
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128842
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D
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Class A Common Stock
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3/14/2018
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S
(2)
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700
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D
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$66.5054
(3)
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128142
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D
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Class A Common Stock
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3/14/2018
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S
(2)
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2100
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D
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$67.731
(4)
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126042
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D
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Class A Common Stock
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3/14/2018
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S
(2)
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200
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D
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$68.40
(5)
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125842
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (right to buy)
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$6.78
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3/14/2018
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M
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3000
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(6)
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8/2/2022
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Class B Common Stock
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3000
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$0.00
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17667
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D
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Class B Common Stock
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(7)
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3/14/2018
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M
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3000
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(7)
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(7)
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Class A Common Stock
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3000
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$6.78
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3000
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D
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Class B Common Stock
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(7)
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3/14/2018
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C
(1)
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3000
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(7)
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(7)
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Class A Common Stock
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3000
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$0.00
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0
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D
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Explanation of Responses:
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(1)
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Each Share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.
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(2)
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The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 14, 2017.
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(3)
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Reflects weighted average sale price. Actual sale prices ranged from $66.10 to $66.90 on March 14, 2018. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.
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(4)
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Reflects weighted average sale price. Actual sale prices ranged from $67.10 to $68.05 on March 14, 2018. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.
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(5)
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Reflects weighted average sale price. Actual sale prices ranged from $68.35 to $68.45 on March 14, 2018. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.
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(6)
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Options are fully vested and exercisable.
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(7)
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Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock held by a shareholder will convert automatically into one share of Class A Common Stock upon (i) any transfer of such share (subject to certain exceptions), or (ii) the occurrence of certain other specific instances, including the vote of the holders of the Class B Common Stock, as set forth in the issuer's Amended and Restated Certificate of Incorporation.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Dhruv Mitesh
C/O RINGCENTRAL, INC
20 DAVIS DRIVE
BELMONT, CA 94002
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Chief Financial Officer
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Signatures
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/s/ Bruce P. Johnson, Attorney-in-fact for Mitesh Dhruv
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3/16/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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