Rimini Street CEO exercises units, sells shares for tax
Rimini Street, Inc. President, CEO & Chairman Seth A. Ravin reported a mix of equity vesting and related share sales.
Rhea-AI Filing Summary
Rimini Street, Inc. President, CEO & Chairman Seth A. Ravin reported a mix of equity vesting and related share sales. On May 6, 2026, he exercised performance units and restricted stock units that delivered 142,509 shares of common stock. To cover withholding tax obligations tied to these vesting events, an aggregate of 57,097 shares was sold in automatically triggered "sell-to-cover" transactions at about $3.94 per share, and the footnotes state that he did not initiate these sales. Following these transactions, he also reports indirect ownership of 10,491,309 shares of common stock through the SAR Trust.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
7 txns
Insider
Ravin Seth A.
Role
President, CEO & Chairman
Sold
57,097 shs ($225K)
Approx. gross sale proceeds
$225K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 97,165 | $0.00 | $0.00 |
| Exercise | Performance Units | 45,344 | $0.00 | $0.00 |
| Exercise | Common Stock | 97,165 | $0.00 | $0.00 |
| Exercise | Common Stock | 45,344 | $0.00 | $0.00 |
| Sale | Common Stock | 38,928 | $3.9356 | $153K |
| Sale | Common Stock | 18,169 | $3.9356 | $72K |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 97,168 contracts (Direct);
Performance Units — 45,344 contracts (Direct);
Common Stock — 882,900 shares (Direct);
Common Stock — 10,491,309 shares (Indirect, Through the SAR Trust)
Footnotes (7)
- F1. Represents one-third of the total 136,032 "Earned Performance Units" (as previously reported by the Reporting Person on a Form 4 dated March 3, 2025) under the terms of the Issuer's 2013 Long-Term Incentive Plan based upon the Issuer's achievement against a target "Adjusted EBITDA" goal for fiscal year 2024 and the Issuer's achievement against a target "Total Revenue" performance goal for fiscal year 2024, effective as of February 27, 2025 (the date the Issuer filed its Annual Report on Form 10-K for the year ended December 31, 2024).
- F2. Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Restricted Stock Unit vesting events. The Reporting Person did not initiate the sale.
- F3. Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Performance Unit vesting events. The Reporting Person did not initiate the sale.
- F4. Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- F5. On May 6, 2024, the Reporting Person was granted 291,497 Restricted Stock Units, one-third of which vested on May 6, 2025 and one-third of which vested on May 6, 2026. The remaining one-third will vest on May 6, 2027, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the vesting date.
- F6. Each Performance Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- F7. One-third of the "Earned Performance Units" vested on May 6, 2025, and one-third of the "Earned Performance Units" vested on May 6, 2026. The remaining one-third will vest on May 6, 2027, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the vesting date.
Key Figures
Sell-to-cover shares: 57,097 shares
Vested award shares: 142,509 shares
Sell-to-cover price: $3.9356 per share
+3 more
6 metrics
Sell-to-cover shares
57,097 shares
Aggregate shares sold automatically to cover taxes on 2026-05-06
Vested award shares
142,509 shares
Common shares received from performance and restricted stock units on 2026-05-06
Sell-to-cover price
$3.9356 per share
Price for open-market tax withholding sales on 2026-05-06
Indirect holdings via SAR Trust
10,491,309 shares
Common stock reported as indirectly owned through the SAR Trust
Restricted Stock Units grant
291,497 units
RSUs granted on May 6, 2024 under 2013 Equity Incentive Plan
Earned Performance Units
136,032 units
Earned based on 2024 Adjusted EBITDA and Total Revenue goals
Key Terms
sell-to-cover, Restricted Stock Unit, Performance Unit, Adjusted EBITDA, +2 more
6 terms
sell-to-cover financial
"Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations"
Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.
Restricted Stock Unit financial
"On May 6, 2024, the Reporting Person was granted 291,497 Restricted Stock Units"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Performance Unit financial
"Each Performance Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting."
Adjusted EBITDA financial
"based upon the Issuer's achievement against a target "Adjusted EBITDA" goal for fiscal year 2024"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Total Revenue financial
"and the Issuer's achievement against a target "Total Revenue" performance goal for fiscal year 2024"
2013 Long-Term Incentive Plan financial
"under the terms of the Issuer's 2013 Long-Term Incentive Plan"
FAQ
What insider transactions did RMNI CEO Seth A. Ravin report on May 6, 2026?
Seth A. Ravin reported equity vesting and related tax sales on May 6, 2026. He received 142,509 Rimini Street common shares from performance and restricted stock units, and 57,097 shares were automatically sold to cover withholding taxes under company policy.
What price was realized on the RMNI sell-to-cover transactions?
The reported sell-to-cover transactions occurred at approximately $3.9356 per Rimini Street share. These automatically triggered sales covered withholding tax obligations associated with the vesting of restricted stock units and performance units granted under the company’s long-term incentive plans.
AI-generated analysis. How Rhea-AI works. Not financial advice.
