Filing Details
- Accession Number:
- 0001635282-25-000104
- Form Type:
- 4/A
- Zero Holdings:
- No
- Publication Time:
- 2025-04-08 21:55:41
- Reporting Period:
- 2025-04-03
- Filing Date:
- 2025-04-08
- Accepted Time:
- 2025-04-08 21:55:41
- Original Submission Date:
- 2025-04-07
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1635282 | Rimini Street Inc. | RMNI | Services-Business Services, Nec (7389) | 364880301 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1717500 | W. David Rowe | C/O 1700 S. Pavilion Center Drive Suite 330 Las Vegas NV 89135 | Cpo,Cmo&Evpglob.transformation | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2025-04-03 | 5,089 | $0.00 | 399,754 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2025-04-03 | 1,955 | $3.19 | 397,799 | No | 4 | S | Direct | |
| Common Stock | Acquisiton | 2025-04-03 | 15,368 | $0.00 | 413,167 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2025-04-03 | 5,890 | $3.19 | 407,277 | No | 4 | S | Direct | |
| Common Stock | Acquisiton | 2025-04-03 | 6,667 | $0.00 | 413,944 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2025-04-03 | 2,559 | $3.19 | 411,385 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Restricted Stock Units | Disposition | 2025-04-03 | 5,089 | $0.00 | 5,089 | $0.00 |
| Common Stock | Performance Units | Disposition | 2025-04-03 | 15,368 | $0.00 | 15,368 | $0.00 |
| Common Stock | Restricted Stock Units | Disposition | 2025-04-03 | 6,667 | $0.00 | 6,667 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 5,090 | No | 4 | M | Direct | ||
| 15,371 | No | 4 | M | Direct | ||
| 6,667 | No | 4 | M | Direct |
Footnotes
- The Reporting Person is amending his Form 4 filed April 7, 2025, to add automatic "sell-to-cover" transactions related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Restricted Stock Unit and Performance Unit vesting events. The sales occurred over a three-day period (April 3, 6 and 7, 2025) and were processed by the Company's stock plan administrator. The Reporting Person did not initiate the sales and had no control over the timing of the sales. The sales were not reported by the Company's stock plan administrator to the Reporting Person until April 8, 2025.
- Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Restricted Stock Unit vesting events. The Reporting Person did not initiate the sale.
- Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Performance Unit vesting events. The Reporting Person did not initiate the sale.
- Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- On April 3, 2023 the Reporting Person was granted 15,267 Restricted Stock Units, one-third of which vested on April 3, 2024 and one-third of which vested on April 3, 2025. The remaining one-third will vest on April 3, 2026, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the vesting date.
- Each Performance Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- Represents one-third of the total 46,106 "Earned Performance Units" (as previously reported by the Reporting Person on a Form 4 dated March 1, 2024) under the terms of the Issuer's 2023 Long-Term Incentive Plan based upon the Issuer's achievement against a target adjusted EBITDA goal for fiscal year 2023 and the Issuer's achievement of a target total revenue goal for fiscal year 2023, effective as of February 28, 2024 (the date the Issuer filed its Annual Report on Form 10-K for the year ended December 31, 2023).
- One-third of the "Earned Performance Units" vested on April 3, 2024, and one-third of the "Earned Performance Units" vested on April 3, 2025. The remaining one-third will vest on April 3, 2026, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the vesting date.
- On April 3, 2023 the Reporting Person was granted 20,000 Restricted Stock Units, one-third of which vested on April 3, 2024 and one-third of which vested on April 3, 2025. The remaining one-third will vest on April 3, 2026, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the vesting date.
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