[Form 4] RINGCENTRAL, INC. Insider Trading Activity

Rhea-AI Filing Summary

RingCentral insider sale and holdings update: John H. Marlow, SVP, CAdO & General Counsel of RingCentral, reported a disposition of 4,021 shares of Class A common stock on 09/01/2025 at a price of $30.51 per share. The filing states the shares were remitted to the issuer in an exempt disposition to satisfy tax withholding obligations arising from the vesting of Restricted Stock Units.

After the reported transaction, Mr. Marlow directly beneficially owns 312,598 shares and holds additional indirect interests of 12,080 shares in The M&M Family 2020 Irrevocable Trust and 12,550 shares in trusts for his children. The Form 4 is signed 09/02/2025.

Positive

• Timely and compliant Form 4 filing documenting the transaction and providing required explanations
• Disposition was exempt under Rule 16b-3(e) and explicitly done to satisfy tax withholding on RSU vesting
• Substantial remaining direct ownership of 312,598 shares and additional indirect family trust holdings

Negative

• Reduction in direct holdings by 4,021 shares following the disposition
• Price realized $30.51 per share reflects the value at disposition but does not disclose broader timing or multiple transactions

Insights

Corporate Governance Expert

TL;DR: Routine exempt disposition for tax withholding; filing reflects compliance and continued substantial ownership by an officer.

The reported action is a common administrative step when restricted stock units vest. The disposition is characterized as an exempt transfer to the issuer under Rule 16b-3(e), indicating it was done to satisfy tax withholding rather than an open-market sale. Post-transaction, the reporting person retains a large direct holding (312,598 shares) and additional indirect family trusts holdings, which preserves alignment with shareholders. Timing and signature indicate the Form 4 was filed promptly.

Securities Analyst

TL;DR: Small-scale disposition versus total holdings; no new derivatives or additional sales disclosed.

The disposition of 4,021 shares at $30.51 reduces direct beneficial ownership modestly relative to the 312,598 shares remaining. The filer reports no derivative transactions. The explanation clarifies the transfer was to cover tax withholding from RSU vesting, which is routine and non-dispositive. Investors should note continued indirect holdings via family trusts totaling 24,630 shares, maintaining broader economic exposure.

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
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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 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)
	SVP, CAdO & GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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	09/01/2025		F(1)		4,021	D	$30.51	312,598	D
Class A Common Stock								12,080	I	By Trust(2)
Class A Common Stock								12,550	I	By Trusts(3)

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. 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 Restricted Stock Units.

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

3. 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 Marlow	09/02/2025
	** 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

Who filed the Form 4 for RNG and what is their role?

John H. Marlow, SVP, Chief Administrative & Data Officer and General Counsel of RingCentral, filed the Form 4.

What transaction was reported on the 09/01/2025 Form 4 for RNG?

A disposition of 4,021 shares of Class A common stock at $30.51 per share, reported as an exempt transfer for tax withholding.

Why were the 4,021 shares transferred to the issuer?

The filing states the shares were remitted to the issuer to satisfy tax withholding obligations arising from the vesting of Restricted Stock Units.

What are John Marlow's beneficial holdings after the transaction?

Following the transaction he directly owns 312,598 shares and indirectly holds 12,080 shares in The M&M Family 2020 Irrevocable Trust and 12,550 shares in trusts for his children.

Was any derivative security or option exercised or reported?

No derivative securities or option transactions are reported in the provided Form 4 content.