RingCentral SVP granted 45,019 RSUs, remits shares for tax

RingCentral, Inc. executive John H. Marlow, SVP, Chief Administrative Officer and General Counsel, reported routine equity compensation activity.

Rhea-AI Filing Summary

RingCentral, Inc. executive John H. Marlow, SVP, Chief Administrative Officer and General Counsel, reported routine equity compensation activity. He received a grant of 45,019 Restricted Stock Units (RSUs), which will vest in equal quarterly installments over a two-year period commencing on June 1, 2026.

In a separate exempt disposition to the issuer under Rule 16b-3(e), he remitted 6,893 shares of Class A Common Stock to cover tax withholding obligations from RSU vesting, rather than selling shares on the open market. Following these transactions, he holds 325,152 shares directly, plus indirect holdings of 12,550 shares in The M&M Family 2020 Irrevocable Trust and 12,080 shares in trusts for his children.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Marlow John H

Role SVP, CAdO & GENERAL COUNSEL

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	6,893	$49.10	$338K
Grant/Award	Class A Common Stock	45,019	$0.00	$0.00
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 325,152 shares (Direct); Class A Common Stock — 12,080 shares (Indirect, By Trust); Class A Common Stock — 12,550 shares (Indirect, By Trusts)

Footnotes (4)

1. F1. Represents Restricted Stock Units ("RSUs") that will vest in equal quarterly installments over a two year period commencing on June 1, 2026.
2. F2. In an exempt disposition to the issuer under Rule 16b-3(e), the Reporting Person remitted shares to the issuer in connection with the satisfaction of tax withholding obligations arising out of the vesting of RSUs.
3. F3. Shares held in The M&M Family 2020 Irrevocable Trust. The Reporting Person and his spouse are co-trustees of this trust.
4. F4. Shares held in trusts for the benefit of the Reporting Person's children. The Reporting Person and his spouse are co-trustees of these trusts.

Key Figures

RSU grant: 45,019 RSUs Tax withholding shares: 6,893 shares Direct holdings after tax disposition: 325,152 shares +4 more

7 metrics

RSU grant 45,019 RSUs Equity award to John H. Marlow; vesting begins June 1, 2026

Tax withholding shares 6,893 shares Shares remitted to issuer for RSU tax withholding at $49.10 per share

Direct holdings after tax disposition 325,152 shares Class A Common Stock held directly after June 1, 2026 transaction

Direct holdings after RSU grant 332,045 shares Class A Common Stock held directly after May 29, 2026 RSU grant

Trust holdings (family trust) 12,550 shares The M&M Family 2020 Irrevocable Trust, co-trustees Marlow and spouse

Trust holdings (children’s trusts) 12,080 shares Trusts for Marlow’s children, with Marlow and spouse as co-trustees

Implied price per share $49.10 per share Value used for 6,893-share tax-withholding disposition

Key Terms

Restricted Stock Units ("RSUs"), Rule 16b-3(e), tax withholding obligations, Irrevocable Trust, +1 more

5 terms

Restricted Stock Units ("RSUs") financial

"Represents Restricted Stock Units ("RSUs") that will vest in equal quarterly installments"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Rule 16b-3(e) regulatory

"In an exempt disposition to the issuer under Rule 16b-3(e), the Reporting Person remitted shares"

tax withholding obligations financial

"in connection with the satisfaction of tax withholding obligations arising out of the vesting of RSUs"

Irrevocable Trust financial

"Shares held in The M&M Family 2020 Irrevocable Trust. The Reporting Person and his spouse are co-trustees"

An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.

exempt disposition regulatory

"In an exempt disposition to the issuer under Rule 16b-3(e), the Reporting Person remitted shares"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did RingCentral (RNG) report for John H. Marlow?

John H. Marlow reported an RSU grant and a tax-related share disposition. He received 45,019 Restricted Stock Units and remitted 6,893 shares back to RingCentral to satisfy tax withholding obligations arising from RSU vesting, rather than selling shares in the open market.

How many Restricted Stock Units did the RingCentral (RNG) executive receive?

John H. Marlow received 45,019 Restricted Stock Units (RSUs). These RSUs are scheduled to vest in equal quarterly installments over a two-year period commencing on June 1, 2026, providing him with stock-based compensation that vests gradually over time.

How will the new RingCentral (RNG) RSUs vest for John H. Marlow?

The 45,019 RSUs will vest quarterly over two years. Vesting begins on June 1, 2026, and the units vest in equal quarterly installments, meaning portions of the award convert into Class A Common Stock at regular intervals across the two-year schedule.

Was the RingCentral (RNG) insider transaction an open-market sale of shares?

No, the disposition was for tax withholding, not an open-market sale. Marlow remitted 6,893 shares to RingCentral in an exempt transaction under Rule 16b-3(e) to cover tax obligations from RSU vesting, instead of selling shares to third-party buyers.

What are John H. Marlow’s reported RingCentral (RNG) share holdings after the transactions?

After the transactions, Marlow holds 325,152 shares directly. He also has indirect ownership of 12,550 shares in The M&M Family 2020 Irrevocable Trust and 12,080 shares in trusts for his children, where he and his spouse serve as co-trustees.

How are trust-held RingCentral (RNG) shares attributed in this Form 4 filing?

Some shares are held indirectly through family trusts. 12,550 shares are in The M&M Family 2020 Irrevocable Trust, and 12,080 shares are in trusts for Marlow’s children, with Marlow and his spouse acting as co-trustees for these entities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/02/2026 - 06:58 PM EDT Learn about SEC filing dates

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^*

Marlow John H

(Last) (First) (Middle)

C/O RINGCENTRAL, INC.

20 DAVIS DRIVE

(Street)

BELMONT CALIFORNIA 94002

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
RingCentral, Inc. [ RNG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, CAdO & GENERAL COUNSEL

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

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
Class A Common Stock	05/29/2026		A		45,019(1)	A	$0	332,045	D
Class A Common Stock	06/01/2026		F(2)		6,893	D	$49.1	325,152	D
Class A Common Stock								12,080	I	By Trust(3)
Class A Common Stock								12,550	I	By Trusts(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents Restricted Stock Units ("RSUs") that will vest in equal quarterly installments over a two year period commencing on June 1, 2026.

2. In an exempt disposition to the issuer under Rule 16b-3(e), the Reporting Person remitted shares to the issuer in connection with the satisfaction of tax withholding obligations arising out of the vesting of RSUs.

3. Shares held in The M&M Family 2020 Irrevocable Trust. The Reporting Person and his spouse are co-trustees of this trust.

4. Shares held in trusts for the benefit of the Reporting Person's children. The Reporting Person and his spouse are co-trustees of these trusts.

	/s/ John H. Marlow	06/02/2026
	** 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)