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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units (RSUs) | (1) | 06/15/2024 | M | 51,964 | (2) | (2) | Common Stock | 51,964 | $ 0 | 0 | D | ||||
| RSUs | (1) | 06/17/2024 | A | 48,365 | (3) | (3) | Common Stock | 48,365 | $ 0 | 48,365 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| EWING R STEWART JR C/O RIBBON COMMUNICATIONS INC. SUITE 100 PLANO, TX 75023 |
X | |||
| Patrick Macken, By POA from R. Stewart Ewing Jr. | 06/18/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each RSU represents a contingent right to receive one share of the Issuer's common stock. |
| (2) | The RSUs were awarded on June 15, 2023 and vested in full on June 15,2024. |
| (3) | The RSUs will vest on June 17, 2025, subject to the Reporting Person's continued service with the Issuer through such date; provided, however, that if the Issuer's 2025 Annual Meeting of Stockholders (the "2025 Annual Meeting") occurs prior to June 17, 2025, and, at such 2025 Annual Meeting, the Reporting Person either chooses not to stand for re-election to the Issuer's Board of Directors or, after standing for re-election, is not re-elected, then these RSUs will vest as of the date of the 2025 Annual Meeting. |