Perica Michael L.'s Form 4/A amendment
AmendedRimini Street, Inc. (RMNI) · filed Apr 8, 2025
- Accession no.
- 0001635282-25-000096
- Filed
- Apr 8, 2025
- Trade date
- Apr 3, 2025
- Filing delay
- 5 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Apr 7, 2025
This filing lists 4 non-derivative transactions and 2 derivative transactions. Open-market sales total $93.0K. It was filed 5 days after the trade.
This amendment replaces 0001635282-25-000086 (filed Apr 7, 2025).
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Perica Michael L.CIK 0001824290 | Officer (EVP & Chief Financial Officer) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Apr 3, 2025 | Common Stock | MOption exerciseAcquired | +16,963 | $0.00 | $0 | 183,425 | Direct | |
| Apr 3, 2025 | Common Stock | SSaleDisposed | −7,254 | $3.19 | −$23,140.26 | 176,171 | Direct | |
| Apr 3, 2025 | Common Stock | MOption exerciseAcquired | +51,229 | $0.00 | $0 | 227,400 | Direct | |
| Apr 3, 2025 | Common Stock | SSaleDisposed | −21,895 | $3.19 | −$69,845.05 | 205,505 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Apr 3, 2025 | Common Stock | MOption exerciseDisposed | −16,963 | $0.00 | $0 | 16,964 | Direct | |
| Apr 3, 2025 | Common Stock | MOption exerciseDisposed | −51,229 | $0.00 | $0 | 51,232 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
The Reporting Person is amending his Form 4 filed April 7, 2024, 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.
- F2
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.
- F3
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.
- F4
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- F5
On April 3, 2023, the Reporting Person was granted 50,890 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.
- F6
Each Performance Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- F7
Represents one-third of the total 153,689 "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).
- F8
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.