Form 4: Rimini Street Executive Nancy Lyskawa Reports Acquisition of Performance Units

Nancy Lyskawa, EVP & Chief Client Officer of Rimini Street, Inc., reports the acquisition of 13,602 performance units convertible to common stock based on the company's 2024 performance.

Summary

• Nancy Lyskawa, an executive at Rimini Street, Inc., filed a Form 4 on March 3, 2025, reporting a transaction on February 27, 2025.
• The transaction involves the acquisition of 13,602 performance units, each representing a contingent right to receive one share of Rimini Street's common stock upon vesting.
• These performance units were earned under the company's 2024 Long-Term Incentive Plan based on Rimini Street's achievement against target Adjusted EBITDA and Total Revenue goals for fiscal year 2024.
• The performance units are subject to additional time-based vesting requirements, vesting in three equal installments on May 6, 2025, May 6, 2026, and May 7, 2027, contingent upon continued service.
• Following the reported transaction, Lyskawa directly owns 133,295 shares of Rimini Street common stock and 13,602 performance units.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The acquisition of performance units indicates that the company met its financial targets for 2024, which is a positive sign. The vesting schedule also suggests a commitment to long-term value creation.

Positives

• The acquisition of performance units suggests that Rimini Street achieved certain financial targets for fiscal year 2024, specifically related to Adjusted EBITDA and Total Revenue.
• The vesting schedule incentivizes continued service by the executive, aligning her interests with the long-term success of the company.

Risks

• The value of the performance units is contingent upon the executive's continued service and the future performance of Rimini Street's common stock.
• Failure to meet the service requirements would result in forfeiture of the unvested performance units.

Future Outlook

The performance units will vest in three equal installments on May 6, 2025, May 6, 2026 and May 7, 2027, generally subject to the Reporting Person continuing to be a Service Provider through the applicable vesting date.

Industry Context

This filing is a routine disclosure related to executive compensation and equity awards, common in publicly traded companies. It reflects the company's approach to incentivizing and retaining key personnel through performance-based equity grants.

Comparison to Industry Standards

• Equity compensation is a standard practice in the technology industry to align executive interests with shareholder value.
• Performance-based vesting criteria, such as Adjusted EBITDA and Total Revenue targets, are common metrics used to determine the vesting of equity awards.
• The vesting schedule of three years is also a typical timeframe for equity awards to vest, providing a long-term incentive for executives.

Stakeholder Impact

• Shareholders may view the acquisition of performance units as a positive sign, indicating that the company is meeting its financial goals.
• Employees may be motivated by the fact that executives are being rewarded for the company's performance.
• The vesting schedule incentivizes the executive to continue contributing to the company's success, which benefits all stakeholders.

Next Steps

• The executive will need to continue meeting the service requirements to vest in the performance units.
• The company will need to continue to perform well to maintain the value of the underlying common stock.

Key Dates