4/A: Rimini Street Executive Nancy Lyskawa Reports Amended Form 4 Filing Detailing Stock Transactions
SEC Form 4/A (Amendment to Statement of Changes in Beneficial Ownership)
Nancy Lyskawa, EVP & Chief Client Officer of Rimini Street, files an amended Form 4 detailing stock transactions related to vesting of restricted stock units and performance units, including sell-to-cover transactions for tax obligations.
Summary
- Nancy Lyskawa, EVP & Chief Client Officer of Rimini Street, filed an amendment to her Form 4 on April 8, 2025, to include automatic 'sell-to-cover' transactions related to withholding tax obligations.
- These transactions are associated with the vesting of Restricted Stock Units (RSUs) and Performance Units.
- The sales occurred over a three-day period (April 3, 6 and 7, 2025) and were processed by the Company's stock plan administrator.
- Lyskawa did not initiate the sales and had no control over the timing.
- On April 3, 2025, Lyskawa vested 5,089 Restricted Stock Units, 15,368 Performance Units, and 6,667 Restricted Stock Units.
- She also disposed of 1,572, 4,729, and 2,058 shares of common stock at a price of $3.1856 per share to cover tax obligations.
- Following these transactions, Lyskawa beneficially owns 151,644 shares of common stock, 5,090 Restricted Stock Units, 15,371 Performance Units, and 6,667 Restricted Stock Units.
Sentiment
Score: 6
Explanation: The document is a routine regulatory filing detailing stock transactions related to executive compensation. It doesn't contain any particularly positive or negative news, but reflects standard corporate practices.
Future Outlook
The remaining one-third of the granted Restricted Stock Units and Earned Performance Units will vest on April 3, 2026, contingent upon the Reporting Person's continued service.
Industry Context
Form 4 filings are a routine part of insider trading regulations, providing transparency into the transactions of company executives and directors. This filing reflects the standard practice of executives receiving stock-based compensation and selling shares to cover tax obligations.
Comparison to Industry Standards
- Stock-based compensation is a common practice among publicly traded companies to align the interests of executives with those of shareholders.
- Sell-to-cover transactions are a standard mechanism for employees to manage the tax implications of vesting equity awards.
- Companies like Oracle and SAP, which compete with Rimini Street, also utilize stock-based compensation and similar tax withholding procedures for their executives.
Stakeholder Impact
- The transactions have a minor impact on shareholders as they involve the sale of shares by an executive to cover tax obligations.
- The vesting of stock units incentivizes the executive to continue providing service to the company.
Key Dates
| Date | Description |
|---|---|
| 04/03/2023 | Reporting Person was granted 15,267 Restricted Stock Units and 20,000 Restricted Stock Units |
| 02/28/2024 | Effective date of Earned Performance Units based on filing of Annual Report on Form 10-K for the year ended December 31, 2023 |
| 03/01/2024 | Date of previous Form 4 reporting Earned Performance Units |
| 04/03/2024 | One-third of Restricted Stock Units and Earned Performance Units vested |
| 04/07/2024 | Date of original Form 4 filing |
| 04/03/2025 | Date of transactions: vesting of RSUs and Performance Units, and sell-to-cover transactions |
| 04/07/2025 | Date of transactions: sell-to-cover transactions |
| 04/08/2025 | Date of amended Form 4/A filing |
| 04/03/2026 | Remaining one-third of Restricted Stock Units and Earned Performance Units will vest |
Keywords
Form 4, Rimini Street, Nancy Lyskawa, Restricted Stock Units, Performance Units, Sell-to-Cover, Vesting, Tax Obligations, Beneficial Ownership, RMNI
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