Form Type: 4

SEC EDGAR Link
Accession Number:0001062993-22-015194
Date:2022-06-15
Issuer: RIBBON COMMUNICATIONS INC. (RBBN)
Original Submission Date:

Reporting Person:

BRUNY STEVEN M
C/O RIBBON COMMUNICATIONS INC.
6500 CHASE OAKS BLVD., SUITE 100 PLANO, TX 75023

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2022-06-17 M 13,528 a $0.00 281,320 direct
COMMON STOCK 2022-06-17 F 4,952 d $2.76 276,368 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
PERFORMANCE-BASED RESTRICTED STOCK UNIT (PSU) 0.0 2022-06-15 deemed execution date A 67,524 (a) common stock 67,524 $0.00 67,524 direct
PSU 0.0 2022-06-15 deemed execution date A 45,016 (a) common stock 45,016 $0.00 45,016 direct
PSU 0.0 2022-06-15 deemed execution date A 97,668 (a) common stock 97,668 $0.00 97,668 direct
RSUS 0.0 2022-06-17 deemed execution date M 13,528 (d) common stock 13,528 $0.00 0 direct
Footnotes
IDfootnote
f1 the rsus convert into 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 rsus.
f3 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 of the issuer's board of directors (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 03/15/2025.
f4 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 03/15/2025.
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 achievement of a revenue goal set (prior to grant) by the compensation committee for the fiscal year ending december 31, 2022. 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 03/15/2023.
f6 the rsus vested over three years following the date of grant and are now fully vested.
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