RBBN insider update: 34,421 RSUs vested; 13,544 shares withheld

Rhea-AI Filing Summary

Ribbon Communications (RBBN) reported an insider equity transaction by its President & CEO and Director. On 10/17/2025, 34,421 Restricted Stock Units (RSUs) converted into common stock. To cover taxes on the vesting, 13,544 shares were withheld by the issuer at $3.81 per share. Following these transactions, the reporting person directly owned 1,479,164 common shares.

The RSUs were granted on April 17, 2023, vesting one-third on April 17, 2024, with the remaining two-thirds vesting in four equal semi‑annual installments through April 17, 2026. Derivative holdings reported include 34,420 RSUs beneficially owned after the transaction.

Insider Trade Summary

Net Buyer: 20,877 shares

Net Buy 3 txns

Insider McClelland Bruce William

Role President & CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units (RSUs)	34,421	$0.00	$0.00
Exercise	Common Stock	34,421	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	13,544	$3.81	$52K

Holdings After Transaction: Restricted Stock Units (RSUs) — 34,420 shares (Direct); Common Stock — 1,479,164 shares (Direct)

Footnotes (3)

1. F1. Each Restricted Stock Unit (RSU) converts into common stock on a one-for-one basis.
2. F2. Reflects shares of Common Stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting.
3. F3. The RSUs were granted on April 17, 2023 and vested as to one-third on April 17, 2024; the remaining two-thirds of the RSUs vest in four equal semi-annual installments thereafter through April 17, 2026.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/17/2025 - 05:26 PM Learn about SEC filing dates

FAQ

What did RBBN’s CEO report on Form 4?

On 10/17/2025, 34,421 RSUs converted to common stock, and 13,544 shares were withheld to satisfy tax obligations at $3.81 per share.

How many RBBN shares does the insider own after the transaction?

The reporting person directly owned 1,479,164 common shares after the reported transactions.

What was the price used for the tax withholding on RBBN shares?

Shares were withheld at $3.81 per share to satisfy tax withholding obligations.

What is the vesting schedule of the reported RSUs at RBBN?

Granted on April 17, 2023; one-third vested on April 17, 2024; the remaining two-thirds vest in four equal semi‑annual installments through April 17, 2026.

How many RSUs does the insider still hold at RBBN?

Following the transaction, 34,420 RSUs were beneficially owned.

What roles does the reporting person hold at RBBN?

The reporting person is a Director and serves as President & CEO.

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^*

McClelland Bruce William

(Last) (First) (Middle)

C/O RIBBON COMMUNICATIONS

6500 CHASE OAKS BLVD.

(Street)

PLANO TX 75023

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
10/17/2025

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

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

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

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
Common Stock	10/17/2025		M		34,421	A	(1)	1,492,708	D
Common Stock	10/17/2025		F		13,544	D	$3.81(2)	1,479,164	D

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
Restricted Stock Units (RSUs)	(1)	10/17/2025		M			34,421	(3)	(3)	Common Stock	34,421	$0	34,420	D

Explanation of Responses:

1. Each Restricted Stock Unit (RSU) converts into common stock on a one-for-one basis.

2. Reflects shares of Common Stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting.

3. The RSUs were granted on April 17, 2023 and vested as to one-third on April 17, 2024; the remaining two-thirds of the RSUs vest in four equal semi-annual installments thereafter through April 17, 2026.

	Patrick Macken, By POA from Bruce McClelland, CEO & President	10/17/2025
	** 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.