0001062993-23-009365.txt : 20230419 0001062993-23-009365.hdr.sgml : 20230419 20230419171009 ACCESSION NUMBER: 0001062993-23-009365 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230417 FILED AS OF DATE: 20230419 DATE AS OF CHANGE: 20230419 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McClelland Bruce William CENTRAL INDEX KEY: 0001424201 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38267 FILM NUMBER: 23830713 MAIL ADDRESS: STREET 1: 3871 LAKEFIELD DRIVE CITY: SUWANEE STATE: GA ZIP: 30024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ribbon Communications Inc. CENTRAL INDEX KEY: 0001708055 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 821669692 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6500 CHASE OAKS BOULEVARD CITY: PLANO STATE: TX ZIP: 75023 BUSINESS PHONE: 877-412-8867 MAIL ADDRESS: STREET 1: 6500 CHASE OAKS BOULEVARD CITY: PLANO STATE: TX ZIP: 75023 FORMER COMPANY: FORMER CONFORMED NAME: Sonus Networks, Inc. DATE OF NAME CHANGE: 20171027 FORMER COMPANY: FORMER CONFORMED NAME: Solstice Sapphire Investments, Inc. DATE OF NAME CHANGE: 20170531 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0407 4 2023-04-17 0001708055 Ribbon Communications Inc. RBBN 0001424201 McClelland Bruce William C/O RIBBON COMMUNICATIONS 6500 CHASE OAKS BLVD. PLANO TX 75023 1 1 0 0 President & CEO 0 Restricted Stock Units (RSUs) 2023-04-17 4 A 0 206526 0 A Common Stock 206526 206526 D Performance-Based RSUs (PSUs) 2023-04-17 4 A 0 232342 0 A Common Stock 232342 232342 D PSUs 2023-04-17 4 A 0 123915 0 A Common Stock 123915 123915 D PSUs 2023-04-17 4 A 0 82611 0 A Common Stock 82611 82611 D The RSUs convert to common stock on a one-for-one basis. The RSUs will vest as to one-third on the first anniversary of the date of grant, and the remaining two-thirds will vest in four equal semi-annual installments thereafter through April 17, 2026. Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. The number of PSUs earned and issuable upon vesting will be determined based on achievement of a revenue goal set (prior to grant) by the Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee") for the fiscal year ending December 31, 2023. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on 04/17/2024. Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. The number of PSUs earned and issuable upon vesting will be determined based on goals (set by the Compensation Committee on an annual basis) for each of the three fiscal years prior to the vesting date. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on 04/17/2026. Each PSU represents a contingent right to receive one share of the Issuer's Common Stock, based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of a peer index of companies (set by the Compensation Committee at the time of grant) over the three fiscal years ending prior to the vesting date. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on 04/17/2026. Patrick Macken, By POA from Bruce McClelland, CEO & President 2023-04-19