Ribbon Communications (RBBN) legal chief granted RSU and PSU awards

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Macken Patrick W reported acquisition or exercise transactions in this Form 4 filing.

Ribbon Communications EVP and Chief Legal Officer Patrick W. Macken received new equity awards. On June 15, 2026 he was granted 65,000 PSUs, 97,500 performance-based RSUs (PSUs), and 162,500 RSUs, each convertible into Common Stock on a one-for-one basis. The RSUs vest from June 15, 2027 through June 15, 2029, while the PSUs vest on April 15, 2029 based on annual performance goals and relative total shareholder return, which can yield from zero up to the stated target (or 125% of target for one PSU grant).

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Macken Patrick W

Role EVP, Chief Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Restructed Stock Unites (RSUs)	162,500	$0.00	--
Grant/Award	Performance-Based RSUs (PSUs)	97,500	$0.00	--
Grant/Award	PSUs	65,000	$0.00	--

Holdings After Transaction: Restructed Stock Unites (RSUs) — 162,500 shares (Direct, null); Performance-Based RSUs (PSUs) — 97,500 shares (Direct, null); PSUs — 65,000 shares (Direct, null)

Footnotes (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: 65,000 PSUs Performance-based RSUs (PSUs): 97,500 units RSU grant: 162,500 RSUs +2 more

5 metrics

PSU grant 65,000 PSUs Granted June 15, 2026; one-for-one into Common Stock

Performance-based RSUs (PSUs) 97,500 units Granted June 15, 2026; performance-based, vest April 15, 2029

RSU grant 162,500 RSUs Granted June 15, 2026; vesting from June 15, 2027 to June 15, 2029

PSU payout range (performance goals) 0–100% of target shares Based on annual goals over three fiscal years before vesting

PSU payout range (TSR-based) 0–125% of target shares Based on relative total shareholder return versus a peer index

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

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

"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 →

06/17/2026 - 04:44 PM

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^*

Macken Patrick W

(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 Legal 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restructed Stock Unites (RSUs)	⁽¹⁾	06/15/2026		A		162,500		⁽²⁾	⁽²⁾	Common Stock	162,500	$0	162,500	D
Performance-Based RSUs (PSUs)	⁽¹⁾	06/15/2026		A		97,500		⁽³⁾	⁽³⁾	Common Stock	97,500	$0	97,500	D
PSUs	⁽¹⁾	06/15/2026		A		65,000		⁽⁴⁾	⁽⁴⁾	Common Stock	65,000	$0	65,000	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	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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Ribbon Communications (RBBN) grant to Patrick W. Macken?

Ribbon Communications granted Patrick W. Macken 65,000 PSUs, 97,500 performance-based RSUs described as PSUs, and 162,500 RSUs. All awards convert into Common Stock on a one-for-one basis, providing substantial long-term, stock-based compensation tied to future service and performance conditions.

How do Patrick W. Macken’s new RSUs at Ribbon Communications (RBBN) vest?

The RSUs vest as to one-third on June 15, 2027, with the remaining two-thirds vesting in four equal semi-annual installments through June 15, 2029. This schedule encourages retention by spreading the delivery of shares over multiple years of continued employment at Ribbon Communications.

When do Patrick W. Macken’s PSUs at Ribbon Communications (RBBN) vest?

The PSUs reported in this filing vest on April 15, 2029. Before vesting, Ribbon’s Compensation Committee sets performance goals for each of the three fiscal years prior, and actual share delivery depends on meeting those multi-year performance targets over the measurement period.

What performance conditions affect Patrick W. Macken’s PSUs at Ribbon Communications (RBBN)?

One PSU grant depends on goals set annually by the Compensation Committee for three fiscal years before vesting, with payout from zero to 100% of target shares. Another depends on total shareholder return versus a peer index, with payout from zero to 125% of target shares.

How many Ribbon Communications (RBBN) shares can Patrick W. Macken receive from these new awards?

The target amounts are 65,000 PSUs, 97,500 performance-based RSUs described as PSUs, and 162,500 RSUs, all convertible one-for-one into Common Stock. Actual PSU shares delivered may be reduced to zero or increased up to 100% or 125% of those targets, depending on performance.

Are Patrick W. Macken’s new awards at Ribbon Communications (RBBN) open-market purchases or compensation grants?

The awards are compensation-related grants coded as “A” for grant, award, or other acquisition, with a transaction price of $0.0000 per unit. They were not open-market purchases or sales, but stock-based incentives linked to future service and company performance metrics.