STOCK TITAN

RingCentral (NYSE: RNG) GC sends 8,649 shares back for taxes

(Very High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RingCentral, Inc. (RNG) reported insider equity compensation activity by John H. Marlow, its SVP, CAdO & General Counsel. On 2026-08-20 he received 3,093 shares of Class A Common Stock via fully vested RSUs granted under the Key Employee Equity Bonus Plan in lieu of a cash bonus for the second quarter of 2026. On the same date, 8,649 shares of Class A Common Stock were remitted to RingCentral at $65.58 per share in an exempt disposition under Rule 16b-3(e) to satisfy tax withholding obligations arising from RSU vesting. In addition, indirect holdings include 12,080 shares held by The M&M Family 2020 Irrevocable Trust and 12,550 shares held in trusts for Mr. Marlow’s children, for which he and his spouse serve as co-trustees.

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Insider Marlow John H
Role SVP, CAdO & GENERAL COUNSEL
Type Security Shares Price Value
Grant/Award Class A Common Stock F1 3,093 $0.00 $0.00
Tax Withholding Class A Common Stock F2 8,649 $65.58 $567K
holding Class A Common Stock F3 -- -- --
holding Class A Common Stock F4 -- -- --
Holdings After Transaction: Class A Common Stock — 319,596 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 were fully vested as of the grant date. These RSUs were granted pursuant to the Issuer's Key Employee Equity Bonus Plan, in lieu of a cash bonus earned for the second quarter of 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.
RSU shares granted 3,093 shares of Class A Common Stock Fully vested RSUs granted in lieu of a cash bonus for Q2 2026
Shares remitted for tax withholding 8,649 shares of Class A Common Stock Disposition to issuer to satisfy tax withholding on RSU vesting under Rule 16b-3(e)
Disposition price per share $65.58 per share Price for 8,649 shares remitted to issuer for tax withholding obligations
Indirect trust holding 12,080 shares of Class A Common Stock Shares held in The M&M Family 2020 Irrevocable Trust, co-trustees are Mr. Marlow and spouse
Indirect children’s trusts holding 12,550 shares of Class A Common Stock Shares held in trusts for Mr. Marlow’s children, with Mr. Marlow and spouse as co-trustees
restricted stock units ("RSUs") financial
"Represents restricted stock units ("RSUs") that were fully vested as of the grant date."
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.
Key Employee Equity Bonus Plan financial
"These RSUs were granted pursuant to the Issuer's Key Employee Equity Bonus Plan, in lieu"
Rule 16b-3(e) regulatory
"In an exempt disposition to the Issuer under Rule 16b-3(e), the Reporting Person remitted"
tax withholding obligations financial
"in connection with the satisfaction of tax withholding obligations arising out of the vesting"
Irrevocable Trust financial
"Shares held in The M&M Family 2020 Irrevocable Trust. The Reporting Person"
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.

FAQ

What insider equity award did John H. Marlow report at RingCentral (RNG)?

John H. Marlow reported a grant of 3,093 shares of RingCentral Class A Common Stock, delivered as fully vested restricted stock units (RSUs) granted under the Key Employee Equity Bonus Plan in lieu of a cash bonus earned for the second quarter of 2026.

Why were 8,649 RingCentral (RNG) shares disposed of in this Form 4?

The filing states that 8,649 shares of RingCentral Class A Common Stock were remitted to the issuer at $65.58 per share in an exempt disposition under Rule 16b-3(e) to satisfy tax withholding obligations from the vesting of RSUs.

Was the RingCentral (RNG) insider transaction part of a Rule 10b5-1 trading plan?

The document-level Rule 10b5-1 checkbox is not affirmed (aff_10b5_one is false), and the footnotes do not state that the transactions were made under a Rule 10b5-1 trading plan.

What indirect RingCentral (RNG) share holdings by trusts are reported for John H. Marlow?

Indirect holdings include 12,080 shares held in The M&M Family 2020 Irrevocable Trust and 12,550 shares held in trusts for Mr. Marlow’s children. In each case, the filing states that Mr. Marlow and his spouse are co-trustees.

What role does John H. Marlow hold at RingCentral (RNG) in this Form 4?

John H. Marlow is reported as an officer of RingCentral with the title SVP, CAdO & GENERAL COUNSEL, and he is not identified as a director or ten percent owner in this filing.

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

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SEC Form 4
FORM 4UNITED 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, CAdO & GENERAL COUNSEL
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/20/2026A3,093(1)A$0328,245D
Class A Common Stock08/20/2026F(2)8,649D$65.58319,596D
Class A Common Stock12,080IBy Trust(3)
Class A Common Stock12,550IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents restricted stock units ("RSUs") that were fully vested as of the grant date. These RSUs were granted pursuant to the Issuer's Key Employee Equity Bonus Plan, in lieu of a cash bonus earned for the second quarter of 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 Marlow08/24/2026
** Signature of Reporting PersonDate
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)