Ribbon Communications (RBBN) CFO awarded new RSU and PSU equity grants

Rhea-AI Filing Summary

Marmurek Eric S reported acquisition or exercise transactions in this Form 4 filing.

Ribbon Communications Inc. reported that EVP and Chief Financial Officer Eric S. Marmurek received new equity awards in the form of restricted and performance-based stock units. On June 15, 2026, he was granted 60,000 PSUs, 90,000 Performance-Based RSUs (PSUs), and 150,000 RSUs, each convertible into Common Stock on a one-for-one basis.

The 150,000 RSUs vest over time, with one-third vesting on June 15, 2027 and the remaining two-thirds vesting in four equal semi-annual installments through June 15, 2029. The PSUs can result in between zero and up to 100% or 125% of the target share amounts, depending on annual performance goals or total shareholder return versus a peer index over three fiscal years, and are scheduled to vest on April 15, 2029. These are compensation-related grants rather than open-market share purchases or sales.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Marmurek Eric S

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Restructed Stock Unites (RSUs)	150,000	$0.00	--
Grant/Award	Performance-Based RSUs (PSUs)	90,000	$0.00	--
Grant/Award	PSUs	60,000	$0.00	--

Holdings After Transaction: Restructed Stock Unites (RSUs) — 150,000 shares (Direct, null); Performance-Based RSUs (PSUs) — 90,000 shares (Direct, null); PSUs — 60,000 shares (Direct, null)

Footnotes (1)

1. The RSUs and PSUs convert to Common Stock on a one-for-one basis. The RSUs vest as to one-third on June 15, 2027; the remaining two-thirds of the RSUs will vest in four equal semi-annual installments thereafter through June 15, 2029. The number of PSUs earned and issuable upon vesting will be determined based on goals (set by the Compensation Committee of the 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 100% 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. These PSUs will vest on April 15, 2029. The number of PSUs earned and issuable upon vesting will be determined 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 125% 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. These PSUs will vest on April 15, 2029.

Key Figures

PSU grant: 60,000 PSUs Performance-Based RSU (PSU) grant: 90,000 Performance-Based RSUs (PSUs) RSU grant: 150,000 RSUs +4 more

7 metrics

PSU grant 60,000 PSUs Grant to CFO on June 15, 2026; 1:1 into Common Stock

Performance-Based RSU (PSU) grant 90,000 Performance-Based RSUs (PSUs) Grant to CFO on June 15, 2026; 1:1 into Common Stock

RSU grant 150,000 RSUs Grant to CFO on June 15, 2026; 1:1 into Common Stock

RSU time-based vesting start June 15, 2027 One-third of RSUs vest on this date

RSU final vesting date June 15, 2029 Remaining RSUs vest in semi-annual installments through this date

PSU vesting date April 15, 2029 PSUs vest after three fiscal years of performance measurement

PSU payout range 0% to 100% or 125% of target Range of shares issuable based on performance conditions

Key Terms

RSUs, PSUs, total shareholder return (TSR), Compensation Committee, +1 more

5 terms

RSUs financial

"The RSUs and PSUs convert to Common Stock on a one-for-one basis."

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

PSUs financial

"The number of PSUs earned and issuable upon vesting will be determined based on goals..."

PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.

total shareholder return (TSR) financial

"based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals..."

Total shareholder return (TSR) measures how much an investment in a company's stock has grown over a specific period by combining the change in the share price and all dividends paid, expressed as a percentage. Think of it like tracking the total balance of a savings jar that increases both from added cash (dividends) and a rising sticker price on the jar (share price); investors use TSR to compare how well different stocks or managers deliver real, money-in-hand returns.

Compensation Committee financial

"goals (set by the Compensation Committee of the Board of Directors...)"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

vesting financial

"These PSUs will vest on April 15, 2029."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marmurek Eric S

(Last) (First) (Middle)

6500 CHASE OAKS BLVD.

STE. 100

(Street)

PLANO TEXAS 75023

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ribbon Communications Inc. [ RBBN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restructed Stock Unites (RSUs)	(1)	06/15/2026		A		150,000		(2)	(2)	Common Stock	150,000	$0	150,000	D
Performance-Based RSUs (PSUs)	(1)	06/15/2026		A		90,000		(3)	(3)	Common Stock	90,000	$0	90,000	D
PSUs	(1)	06/15/2026		A		60,000		(4)	(4)	Common Stock	60,000	$0	60,000	D

Explanation of Responses:

1. The RSUs and PSUs convert to Common Stock on a one-for-one basis.

2. The RSUs vest as to one-third on June 15, 2027; the remaining two-thirds of the RSUs will vest in four equal semi-annual installments thereafter through June 15, 2029.

3. The number of PSUs earned and issuable upon vesting will be determined based on goals (set by the Compensation Committee of the 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 100% 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. These PSUs will vest on April 15, 2029.

4. The number of PSUs earned and issuable upon vesting will be determined 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 125% 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. These PSUs will vest on April 15, 2029.

	Patrick Macken, By POA from Eric S. Marmurek	06/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did Ribbon (RBBN) grant to its CFO Eric S. Marmurek?

Ribbon granted Eric S. Marmurek 60,000 PSUs, 90,000 Performance-Based RSUs (PSUs), and 150,000 RSUs. All awards convert into Common Stock on a one-for-one basis and represent compensation grants, not market purchases or sales.

How do the Ribbon (RBBN) RSU awards to the CFO vest over time?

The 150,000 RSUs granted to the CFO vest one-third on June 15, 2027. The remaining two-thirds vest in four equal semi-annual installments, continuing through June 15, 2029, creating a multi-year, time-based vesting schedule tied to continued service.

What performance conditions apply to Ribbon (RBBN) PSUs granted to the CFO?

The PSUs are earned based on annual goals set by the Compensation Committee or on total shareholder return versus a peer index. Depending on performance, shares issued can range from zero to between 100% and 125% of the target amounts reported.

When do the Ribbon (RBBN) performance-based PSU awards to the CFO vest?

The PSUs granted to the CFO are scheduled to vest on April 15, 2029. The actual number of shares delivered will depend on achieving multi-year performance targets or relative total shareholder return goals over the three fiscal years before vesting.

Are the Ribbon (RBBN) Form 4 transactions by the CFO open-market buys or sells?

No, the Form 4 shows award acquisitions coded as “A,” reflecting grants of RSUs and PSUs. These transactions are part of the CFO’s compensation and do not represent open-market purchases or sales of Ribbon Communications common stock.