[Form 4] RINGCENTRAL, INC. Insider Trading Activity

Rhea-AI Filing Summary

RingCentral Chief Financial Officer Vaibhav Agarwal reported three equity transactions in August 2025. He received 4,964 RSUs that fully vested on 08/15/2025 as compensation under the companys Key Employee Equity Bonus Plan in lieu of a Q2 2025 cash bonus, increasing his direct holdings to 231,412 Class A shares. On the same date he remitted 2,521 shares to the issuer to satisfy tax-withholding obligations under an exempt disposition. On 08/18/2025 he sold 2,443 shares under a Rule 10b5-1 trading plan at approximately $30.70 per share, leaving beneficial ownership of 226,448 Class A shares.

Positive

• Vested RSUs received in lieu of a cash bonus, aligning executive compensation with shareholder value
• Use of Rule 10b5-1 plan indicates pre-planned, compliant insider selling rather than opportunistic trades
• Tax withholding handled via exempt disposition under Rule 16b-3(e), an administrative, non-dilutive mechanism

Negative

• Net reduction in direct holdings from 231,412 to 226,448 Class A shares after the sale and remittance
• Sale proceeds at ~$30.70/share realize liquidity which modestly reduces insider share exposure

Insights

Securities Analyst

TL;DR Officer received vested RSUs, covered taxes by remitting shares, and sold shares under a pre-established 10b5-1 plan; net holdings modestly changed.

The transactions are routine for a named officer: grant of RSUs in lieu of cash compensation increases alignment with shareholders while the exempt disposition to cover tax withholding is administrative and non-dilutive. The subsequent sale under an established Rule 10b5-1 plan demonstrates pre-planned liquidity rather than opportunistic trading. Net change reduces direct holdings from 231,412 to 226,448 shares, a ~2.1% decline from post-vesting level, which is immaterial relative to typical insider positions but relevant for short-term share count.

Corporate Governance Expert

TL;DR Disclosures follow Rule 16 and 10b5-1 procedures; actions are standard compensation and tax-related processes for executives.

The filing documents proper use of Rule 16b-3(e) for an exempt disposition to satisfy tax withholding and confirms a Rule 10b5-1 trading plan adopted on September 13, 2024, for the sale. These governance controls reduce regulatory risk around insider timing. No indication of undisclosed derivative transactions or unusual grant terms is present in the filing text.

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).

X

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^*

Agarwal Vaibhav

(Last) (First) (Middle)

C/O RINGCENTRAL, INC.

20 DAVIS DRIVE

(Street)

BELMONT CA 94002

(City) (State) (Zip)

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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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
Class A Common Stock	08/15/2025		A		4,964(1)	A	$0	231,412	D
Class A Common Stock	08/15/2025		F(2)		2,521	D	$30.74	228,891	D
Class A Common Stock	08/18/2025		S(3)		2,443	D	$30.7	226,448	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

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 2025.

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. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 13, 2024.

	/s/ John Marlow, Attorney-in-fact	08/18/2025
	** 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.
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FAQ

What transactions did RingCentral (RNG) CFO Vaibhav Agarwal report in August 2025?

He reported the vesting of 4,964 RSUs on 08/15/2025, remitted 2,521 shares to cover tax withholding, and sold 2,443 shares on 08/18/2025 at about $30.70 per share.

Why were shares remitted to the issuer in the Form 4 filing?

The filing states shares were remitted in an exempt disposition under Rule 16b-3(e) to satisfy tax withholding obligations arising from the vesting of RSUs.

Was the sale executed under a pre-established plan?

Yes. The sale of 2,443 shares on 08/18/2025 was effected pursuant to a Rule 10b5-1 trading plan adopted on September 13, 2024.

How did these transactions change Agarwals holdings?

Following the transactions, Agarwal beneficially owned 226,448 Class A shares, down from 231,412 immediately after RSU vesting.

Do these transactions indicate any derivative activity?

No. Table II for derivative securities contains no reported transactions in this filing.