Form 8-K

8-K — RingCentral, Inc.

Accession: 0001384905-26-000058

Filed: 2026-10-22

Period: 2026-10-22

CIK: 0001384905

SIC: 7374 (SERVICES-COMPUTER PROCESSING & DATA PREPARATION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — rng-20261022.htm (Primary)

EX-99.1 (rng-20260930x8kxex991.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: rng-20261022.htm · Sequence: 1

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0001384905false00013849052026-10-222026-10-22

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 8-K

______________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 22, 2026

______________________

RINGCENTRAL, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-36089 94-3322844

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

20 Davis Drive, Belmont, CA 94002

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (650) 472-4100

(Former name or former address, if changed since last report)

______________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Class A Common Stock RNG New York Stock Exchange

par value $0.0001

Item 2.02. Results of Operations and Financial Condition.

The information in Item 2.02 of this Current Report is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On October 22, 2026, RingCentral, Inc. (the “Company”) issued a press release regarding its financial results for its fiscal quarter ended September 30, 2026. The full text of the Company’s press release is furnished herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Description

99.1

Press release dated October 22, 2026

104 Cover Page Interactive Data File (formatted as inline XBRL).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 22, 2026

RINGCENTRAL, INC.

By:

/s/ Vaibhav Agarwal

Name:

Vaibhav Agarwal

Title:

Chief Financial Officer

EX-99.1

Filename: rng-20260930x8kxex991.htm · Sequence: 2

Document

Exhibit 99.1

RingCentral Announces Third Quarter 2026 Financial Results

Subscriptions revenue up 6.0%, above high end of guidance, with record GAAP and non-GAAP margins

ARR from customers utilizing a native paid AI product is approaching 15%, doubling year-over-year

Reduced gross debt to approximately $1 billion

Raising full year outlook for revenue, non-GAAP margins and free cash flow

Belmont, Calif. – October 22, 2026 – RingCentral, Inc. (NYSE: RNG), a global leader in AI-powered customer engagement, today announced financial results for the third quarter ended September 30, 2026.

Third Quarter Financial Highlights

•Subscriptions revenue increased approximately 6.0% year-over-year to $653 million.

•Total revenue increased approximately 5.9% year-over-year to $676 million.

•GAAP operating margin of 8.0%, compared to 4.8% in the prior year.

•Non-GAAP operating margin of 24.7%, up approximately 190 basis points year-over-year.

•GAAP diluted EPS of $6.50. GAAP diluted EPS, excluding the impact of valuation allowance release, was $0.28, up 47.4% year-over-year.

•Non-GAAP EPS of $1.33 compared to $1.13 last year.

•Net cash provided by operating activities of $180 million, up 18.8% year-over-year.

•Free cash flow of $157 million, up 21.0% year-over-year.

•Repurchased approximately 0.4 million shares for a total of $18 million as of the end of the quarter.

“Voice is central to the next wave of AI innovation, and RingCentral is uniquely positioned to lead this transformation,” said Vlad Shmunis, Founder, Chairman and CEO of RingCentral. “Our trusted communications platform and expanding Agentic Voice AI portfolio puts us at the front door of customer interactions. By bringing communications, contact center, and AI together, we are redefining how businesses engage with customers, turning conversations into intelligent actions, better experiences, and measurable business outcomes. We see a significant opportunity ahead as businesses embrace the next generation of AI-powered customer engagement.”

“Our third-quarter results demonstrate strong execution against our financial commitments, with durable growth, expanding operating and free cash flow margins, and improving GAAP profitability,” said Vaibhav Agarwal, Chief Financial Officer of RingCentral. “We also reached our $1 billion gross debt target ahead of schedule, further strengthening our balance sheet while returning capital to shareholders. These results underscore the strength of our financial model and our focus on driving profitable growth and long-term shareholder value.”

RingCentral Declares a Dividend

RingCentral’s Board of Directors approved a quarterly cash dividend of $0.125 per share of our outstanding capital stock, payable on November 20, 2026 to stockholders of record as of the close of business on November 6, 2026.

Financial Results for the Third Quarter 2026

•Revenue: Total revenue was $676 million for the third quarter of 2026, up from $639 million in the third quarter of 2025, representing 5.9% year-over-year growth. Subscriptions revenue of $653 million increased 6.0% year-over-year and accounted for 97% of total revenue.

•Operating Income: GAAP operating income was $54 million, compared to $31 million in the same period last year. Non-GAAP operating income was $167 million, or 24.7% of total revenue, compared to $146 million, or 22.8% of total revenue, in the same period last year.

•Adjusted EBITDA: Adjusted EBITDA was $190 million, or 28.1% of total revenue, compared to $168 million, or 26.3% of total revenue, in the same period last year.

•Net Income Per Share: GAAP diluted EPS improved to $6.50, compared to $0.19 in the same period last year. GAAP diluted EPS, excluding the impact of valuation allowance release, was $0.28, up 47.4% year-over-year. Non-GAAP diluted EPS was $1.33, compared to $1.13 per share in the same period last year. The third quarters of 2026 and 2025 each reflected a non-GAAP tax rate of approximately 22.5%.

•Cash Flow: Net cash provided by operating activities for the third quarter of 2026 was $180 million, or 26.6% of total revenue, compared to $151 million, or 23.7% of total revenue, for the third quarter of 2025. Free cash flow for the third quarter of 2026 was $157 million, or 23.2% of total revenue, compared to $130 million, or 20.3% of total revenue, for the third quarter of 2025.

•Cash and Cash Equivalents: Total cash and cash equivalents at the end of the third quarter of 2026 was $110 million. Our cash balance reflects the repurchase of $18 million in shares during the third quarter of 2026 under the share repurchase plans previously authorized by our Board. We currently have approximately $309 million remaining under our total authorization.

Additional Highlights

•Launched plugins for ChatGPT and Claude, including Claude for Small Business, and MCP connectors to make voice, SMS, and chat data available in LLMs. This enables business users to prompt actions that save time, improve productivity, and complete tasks to drive better business outcomes.

•Expanded partnership with the Golden State Warriors, naming RingCentral the team’s official Agentic AI-Powered Voice Platform for fan engagement.

•Signed Digital Island as our first partner in New Zealand to design, sell, implement, and support Agentic Voice AI, with early-adopter engagement underway ahead of general availability later this year.

•Signed Allnet.Italia as our first wholesale partnership in Italy, putting Agentic Voice AI in the hands of Allnet.Italia’s 5,000+ channel partners to sell to their customer base.

•Named to Business Insider’s America’s Most Innovative Businesses 2027 list, one of 500 public U.S. companies chosen from 4,000+ reviewed on reputation, patent impact, and R&D investment.

•Recognized by several industry analyst firms, including as a Leader in CCaaS, a Major Player in Conversational Intelligence and Analytics, and an Innovator in CPaaS, for its omnichannel engagement, integrated AI capabilities, and ability to turn conversations into business intelligence and automate workflows.

Financial Outlook

Fourth Quarter 2026 Guidance:

•Subscriptions revenue of $653 to $659 million.

•Total revenue of $673 to $680 million.

•GAAP operating margin of 13.3% to 14.7%.

•Non-GAAP operating margin of 25.0% to 25.5%.

•Non-GAAP EPS of $1.32 to $1.37 based on approximately 88.7 million fully diluted shares.

•Share-based compensation of $57 to $62 million.

This results in full year 2026 guidance of:

•Raising subscriptions revenue range to $2.563 billion to $2.569 billion.

•Raising total revenue range to $2.650 billion to $2.657 billion.

•Raising GAAP operating margin to 9.2% to 9.6%.

•Raising non-GAAP operating margin to approximately 24.0% to 24.2%.

•Raising non-GAAP EPS of $5.07 to $5.12 based on 87.5 million fully diluted shares.

•Share-based compensation of $240 to $245 million.

•Raising free cash flow guidance of $620 to $630 million.

Conference Call Details:

•What: RingCentral financial results for the third quarter of 2026 and outlook for the fourth quarter and full year of 2026.

•When: Thursday, October 22, 2026 at 2:00PM PT (5:00PM ET).

•Dial-in: 1-888-349-0093 from the United States; 1-412-317-5201 internationally

•Webcast: https://ir.ringcentral.com (live and replay).

Investor Presentation Details

An investor presentation providing additional information and analysis can be found at https://ir.ringcentral.com.

About RingCentral

RingCentral is a global leader in AI–powered customer engagement, delivering an integrated platform for business phone, SMS, contact center, workforce engagement management, video collaboration, and messaging. Powered by advanced AI capabilities, RingCentral delivers intelligence at every phase of the conversation journey — before, during, and after each human interaction. With RingCentral, businesses can work smarter, respond faster, and connect more meaningfully with their customers. Visit ringcentral.com to learn more.

Forward-Looking Statements

This press release contains “forward-looking statements,” including but not limited to, statements regarding our future financial results, our GAAP and non-GAAP guidance, the results of the pace of our innovation, our expectations around our platform and the contribution of our new products, and the payment of dividends. Forward-looking statements are subject to known and unknown risks and uncertainties, and are based on assumptions that may prove to be incorrect, which could cause actual results to differ materially from those expected or implied by the forward-looking statements. Among the important factors that could cause actual results to differ materially from those in any forward-looking statements are: our ability to attract new customers and grow at our expected rate of growth; our ability to add and retain larger and enterprise customers and enter new geographies and markets; our ability to develop and continue to release, and gain customer acceptance of, new and improved versions of our services; our use of AI technologies to help drive future growth; our ability to compete successfully against existing and new competitors; our ability to enter into and maintain relationships with channel partners and strategic partners; our ability to realize the anticipated benefits of our strategic relationships; our ability to successfully and timely integrate, and realize the benefits of any significant acquisition we may make; our ability to manage our expenses and growth; factors affecting the payment of dividends; and general market, political, economic, and business conditions, as well as those risks and uncertainties included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in our most recent Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, and in other filings we make with the Securities and Exchange Commission from time to time.

All forward-looking statements in this press release are based on information available to RingCentral as of the date hereof, and we undertake no obligation to update these forward-looking statements, to review or confirm analysts’ expectations, or to provide interim reports or updates on the progress of the current financial quarter.

Non-GAAP Financial Measures

Our reported financial results and financial outlook include certain Non-GAAP financial measures, including Non-GAAP subscriptions gross margin, Non-GAAP other gross margin, Non-GAAP income from operations, Non-GAAP operating margin, Non-GAAP adjusted EBITDA, Non-GAAP net income, Non-GAAP net income per diluted share, Non-GAAP free cash flow and Non-GAAP free cash flow margin.

Non-GAAP subscriptions gross margin is defined as Non-GAAP subscriptions gross profit divided by GAAP subscriptions revenues. Non-GAAP subscriptions gross profit is defined as GAAP subscriptions revenues less Non-GAAP subscriptions cost of revenues. Non-GAAP subscriptions cost of revenues is defined as GAAP subscriptions cost of revenues adjusted for share-based compensation which includes related employer payroll taxes, amortization of acquired intangibles, third-party relocation and other costs and restructuring costs.

Non-GAAP other gross margin is defined as Non-GAAP other gross profit divided by GAAP other revenues. Non-GAAP other gross profit is defined as GAAP other revenues less Non-GAAP other cost of revenues. Non-GAAP other cost of revenues is defined as GAAP other cost of revenues adjusted for share-based compensation which includes related employer payroll taxes, amortization of acquired intangibles and restructuring costs.

Non-GAAP income from operations is defined as GAAP income from operations excluding share-based compensation which includes related employer payroll taxes, amortization of acquired intangibles, asset write-down charges, third-party relocation costs tied to the conflict between Russia and Ukraine and other costs including acquisition-related transaction costs, certain litigation-related costs, impairment charges related to abandoned internal-use software, change in fair-value of contingent consideration, one-time expenses related to strategic consulting services, other cost-reduction and productivity initiatives, and restructuring costs. Non-GAAP operating margin is defined as Non-GAAP income from operations divided by total GAAP revenue. Non-GAAP adjusted EBITDA is defined as Non-GAAP income from operations excluding depreciation and amortization.

Non-GAAP net income is defined as GAAP net income (loss) excluding share-based compensation which includes related employer payroll taxes, amortization of acquired intangibles, asset write-down charges, third-party relocation costs tied to the conflict between Russia and Ukraine and other costs including acquisition-related transaction costs, certain litigation-related costs, impairment charges related to abandoned internal-use software, change in fair-value of contingent consideration, net impact of amended agreements with partners, loss (gain) associated with investments, intercompany remeasurement gains or losses, one-time expenses related to strategic consulting services, other cost-reduction and productivity initiatives, restructuring costs, non-cash interest expense associated with amortization of debt discount and loss (gain) on early extinguishment of debt, related income tax expense effects of these adjustments, and the income tax benefit from a partial release of valuation allowance on U.S. deferred tax assets.

Non-GAAP free cash flow is defined as GAAP net cash provided by operating activities adjusted for capital expenditures including purchases of property and equipment and capitalized internal-use software. We believe information regarding Non-GAAP free cash flow provides useful information to investors in understanding and evaluating the strength of liquidity and available cash. Non-GAAP free cash flow margin is defined as Non-GAAP free cash flow divided by total GAAP revenues.

We have included Non-GAAP subscriptions gross margin, Non-GAAP other gross margin, Non-GAAP operating margin, Non-GAAP income from operations, Non-GAAP adjusted EBITDA, Non-GAAP net income, Non-GAAP net income per diluted share, Non-GAAP free cash flow and Non-GAAP free cash flow margin in this press release because they are key measures used by us to understand and evaluate our operating performance and trends, to prepare and approve our annual budget, and to develop short and long-term operational plans. In particular, the exclusion of certain expenses and cash flow items in calculating Non-GAAP subscriptions gross margin, Non-GAAP other gross margin, Non-GAAP operating margin, Non-GAAP income from operations, Non-GAAP adjusted EBITDA, Non-GAAP net income, Non-GAAP net income per diluted share, Non-GAAP free cash flow, and Non-GAAP free cash flow margin provide useful measure for period-to-period comparisons of our business.

Although Non-GAAP subscriptions gross margin, Non-GAAP other gross margin, Non-GAAP operating margin, Non-GAAP income from operations, Non-GAAP adjusted EBITDA, Non-GAAP net income, Non-GAAP net income per diluted share, Non-GAAP free cash flow and Non-GAAP free cash flow margin are frequently used by investors in their evaluations of companies, these non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. Because of these limitations, these non-GAAP financial measures should be considered alongside other financial performance measures.

For a reconciliation of our forecasted non-GAAP operating margin and free cash flow, see “Reconciliation of Forecasted Operating Margin and Free Cash Flow GAAP Measures to Non-GAAP Measures.” We have not reconciled our forecasted non-GAAP EPS to its respective forecasted GAAP measure because we do not provide guidance on it. We do not provide guidance on forecasted GAAP EPS because of the inherent uncertainty and complexity involved in forecasting the intercompany remeasurement gain (loss), gain (loss) associated with investments, gain (loss) on early debt extinguishment, and provision (benefit) from income taxes including the effect and timing of release of valuation allowance related to our deferred tax assets in certain jurisdictions, which could be significant reconciling items between the non-GAAP and respective GAAP measures. The intercompany remeasurement gain (loss) is affected by the movement in various exchange rates relative to the U.S. Dollar, which is difficult to predict and subject to constant change. We do not provide guidance on gain (loss) associated with investments as it is based on future share prices, which are difficult to predict and subject to inherent uncertainties. We do not provide guidance on gain (loss) on early debt extinguishments as these are based on timing of future settlement requests and interest rates, which are difficult to predict and are subject to inherent uncertainties. We do not provide guidance on forecasted GAAP tax rates as we do not forecast discrete tax items as they are difficult to predict. We utilized a projected long-term tax rate in our computation of the non-GAAP income tax provision. For fiscal 2026, we have determined the projected non-GAAP tax rate to be 22.5%. Accordingly, a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measure is not available without unreasonable effort.

Reconciliations of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included in this press release.

Our reported results also include our annualized exit monthly recurring subscriptions (ARR), as well as Net Monthly Subscriptions Dollar Retention Rate. We define our ARR as our monthly recurring subscriptions (MRR) multiplied by 12. Our MRR equals the monthly value of all customer recurring charges contracted at the end of a given month. We believe this metric is a leading indicator of our anticipated subscriptions revenue. We define our Net Monthly Subscription Dollar Retention Rate as (i) one plus (ii) the quotient of Dollar Net Change divided by Average Monthly Recurring Subscriptions. We calculate dollar net change as the quotient of (i) the difference of our monthly recurring subscriptions at the end of a period minus our monthly recurring subscriptions at the beginning of a period minus our monthly recurring subscriptions at the end of the period from new customers we added during the period, (ii) all divided by the number of months in the period. We define our average monthly recurring subscriptions as the average of the monthly recurring subscriptions at the beginning and end of the measurement period.

Investor Relations Contact:

Steven Horwitz

ir@ringcentral.com

Media Contact:

Mariana Leventis, RingCentral

Mariana.Leventis@ringcentral.com

TABLE 1

RINGCENTRAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands)

September 30, 2026 December 31, 2025

Assets

Current assets

Cash and cash equivalents $ 110,118 $ 132,564

Accounts receivable, net 377,654 384,100

Deferred and prepaid sales commission costs 150,570 167,304

Prepaid expenses and other current assets 84,707 81,190

Total current assets 723,049 765,158

Property and equipment, net 193,337 186,570

Operating lease right-of-use assets 39,765 30,855

Deferred and prepaid sales commission costs, non-current 215,485 252,504

Goodwill 102,749 97,792

Acquired intangibles, net 44,021 135,410

Deferred tax asset 546,912 2,094

Other assets 9,738 11,072

Total assets $ 1,875,056 $ 1,481,455

Liabilities, Temporary Equity, and Stockholders’ Deficit

Current liabilities

Accounts payable $ 27,525 $ 27,677

Accrued liabilities 306,667 297,633

Current portion of long-term debt, net 48,901 624,216

Deferred revenue 296,068 269,122

Total current liabilities 679,161 1,218,648

Long-term debt, net 961,674 629,580

Operating lease liabilities 22,340 14,372

Other long-term liabilities 24,817 7,525

Total liabilities 1,687,992 1,870,125

Temporary equity

Series A convertible preferred stock 199,449 199,449

Stockholders’ deficit

Common stock 8 9

Additional paid-in capital 1,079,624 1,123,447

Accumulated other comprehensive income 5,867 2,458

Accumulated deficit (1,097,884) (1,714,033)

Total stockholders’ deficit (12,385) (588,119)

Total liabilities, temporary equity and stockholders’ deficit $ 1,875,056 $ 1,481,455

TABLE 2

RINGCENTRAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share data)

Three Months Ended

September 30, Nine Months Ended

September 30,

2026 2025 2026 2025

Revenues

Subscriptions $ 652,944 $ 615,821 $ 1,909,759 $ 1,804,661

Other 23,099 22,834 67,494 66,448

Total revenues 676,043 638,655 1,977,253 1,871,109

Cost of revenues

Subscriptions 160,841 153,938 474,753 457,821

Other 20,899 26,388 71,119 81,905

Total cost of revenues 181,740 180,326 545,872 539,726

Gross profit 494,303 458,329 1,431,381 1,331,383

Operating expenses

Research and development 88,065 79,908 252,579 239,430

Sales and marketing 282,918 281,558 830,668 820,041

General and administrative 69,434 66,056 193,935 193,802

Total operating expenses 440,417 427,522 1,277,182 1,253,273

Income from operations 53,886 30,807 154,199 78,110

Other income (expense), net

Interest expense (17,134) (13,940) (50,611) (46,521)

Other (expense) income (8,738) 179 786 (3,239)

Other expense, net (25,872) (13,761) (49,825) (49,760)

Income before income taxes 28,014 17,046 104,374 28,350

(Benefit from) provision for income taxes (541,686) (513) (535,059) 7,926

Net income $ 569,700 $ 17,559 $ 639,433 $ 20,424

Net income per share attributable to common stockholders

Basic $ 6.73 $ 0.19 $ 7.53 $ 0.23

Diluted $ 6.50 $ 0.19 $ 7.34 $ 0.22

Weighted-average number of shares used in computing net income per share attributable to common stockholders

Basic 83,859 90,141 84,187 90,619

Diluted 87,687 91,964 87,096 92,311

TABLE 3

RINGCENTRAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

Nine Months Ended

September 30,

2026 2025

Cash flows from operating activities

Net income $ 639,433 $ 20,424

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 170,598 166,402

Share-based compensation 176,446 206,049

Asset write-down charge — 11,440

Amortization of deferred and prepaid sales commission costs 117,761 123,003

Amortization of debt discount and issuance costs 2,199 3,553

Loss on early extinguishment of debt 14,722 4,988

Reduction of operating lease right-of-use assets 17,373 18,684

Provision for bad debt 10,892 13,605

Tax benefit related to release of valuation allowance (544,861) —

Other 5,466 (3,062)

Changes in assets and liabilities:

Accounts receivable (1,531) (7,298)

Deferred and prepaid sales commission costs (84,493) (78,136)

Prepaid expenses and other assets (2,944) (1,196)

Accounts payable (2,420) 12,500

Accrued and other liabilities 23,942 (4,852)

Deferred revenue 26,838 (298)

Operating lease liabilities (19,052) (17,368)

Net cash provided by operating activities 550,369 468,438

Cash flows from investing activities

Purchases of property and equipment (24,127) (22,113)

Capitalized internal-use software (48,640) (42,242)

Cash paid for business combination, net of cash acquired (7,929) (20,754)

Net cash used in investing activities (80,696) (85,109)

Cash flows from financing activities

Proceeds from issuance of stock in connection with stock plans 9,978 9,064

Payments for taxes related to net share settlement of equity awards (22,317) (8,307)

Payments for repurchases of common stock (192,973) (199,036)

Payment of dividends (23,284) —

Proceeds from issuance of long-term debt 650,000 —

Payments for the settlement of convertible notes (609,065) (161,326)

Repurchases of senior notes, including premium paid (261,375) (53,903)

Repayments of principal on term loan (35,360) (63,875)

Payments for contingent consideration (4,889) —

Other (1,733) (7,270)

Net cash used in financing activities (491,018) (484,653)

Effect of exchange rate changes (1,101) 3,884

Net decrease in cash, cash equivalents, and restricted cash (22,446) (97,440)

Cash, cash equivalents, and restricted cash

Beginning of period 132,564 242,811

End of period $ 110,118 $ 145,371

TABLE 4

RINGCENTRAL, INC.

RECONCILIATION OF OPERATING INCOME (LOSS)

GAAP MEASURES TO NON-GAAP MEASURES

(Unaudited, in thousands)

Three Months Ended

September 30, Nine Months Ended

September 30,

2026 2025 2026 2025

Revenues

Subscriptions $ 652,944 $ 615,821 $ 1,909,759 $ 1,804,661

Other 23,099 22,834 67,494 66,448

Total revenues 676,043 638,655 1,977,253 1,871,109

Cost of revenues reconciliation

GAAP Subscriptions cost of revenues $ 160,841 $ 153,938 $ 474,753 $ 457,821

Share-based compensation (2,719) (3,384) (8,219) (11,529)

Amortization of acquired intangibles (30,832) (32,100) (93,688) (94,547)

Third-party relocation and other costs, net — (32) — (126)

Restructuring costs (927) (407) (2,471) (1,375)

Non-GAAP Subscriptions cost of revenues $ 126,363 $ 118,015 $ 370,375 $ 350,244

GAAP Other cost of revenues $ 20,899 $ 26,388 $ 71,119 $ 81,905

Share-based compensation (319) (987) (1,181) (3,794)

Amortization of acquired intangibles (76) (83) (232) (251)

Restructuring costs 361 — (649) (716)

Non-GAAP Other cost of revenues $ 20,865 $ 25,318 $ 69,057 $ 77,144

Gross profit and gross margin reconciliation

Non-GAAP Subscriptions 80.6 % 80.8 % 80.6 % 80.6 %

Non-GAAP Other 9.7 % (10.9) % (2.3) % (16.1) %

Non-GAAP Gross profit 78.2 % 77.6 % 77.8 % 77.2 %

Operating expenses reconciliation

GAAP Research and development $ 88,065 $ 79,908 $ 252,579 $ 239,430

Share-based compensation (15,183) (16,093) (45,791) (48,782)

Third-party relocation and other costs, net (143) (328) (249) (844)

Restructuring costs (1,161) (1,578) (2,198) (4,474)

Non-GAAP Research and development $ 71,578 $ 61,909 $ 204,341 $ 185,330

As a % of total revenues non-GAAP 10.6 % 9.7 % 10.3 % 9.9 %

GAAP Sales and marketing $ 282,918 $ 281,558 $ 830,668 $ 820,041

Share-based compensation (25,537) (27,214) (74,126) (89,148)

Amortization of acquired intangibles (2,384) (2,368) (7,991) (6,478)

Asset write-down charges — (11,440) — (11,440)

Third-party relocation and other costs, net (2) (182) (376) (999)

Restructuring costs (10,169) (328) (14,993) (4,241)

Non-GAAP Sales and marketing $ 244,826 $ 240,026 $ 733,182 $ 707,735

As a % of total revenues non-GAAP 36.2 % 37.6 % 37.1 % 37.8 %

GAAP General and administrative $ 69,434 $ 66,056 $ 193,935 $ 193,802

Share-based compensation (22,555) (18,282) (53,458) (57,970)

Third-party relocation and other costs, net (417) (148) (5,494) (2,870)

Restructuring costs (1,005) (153) (2,941) (1,563)

Non-GAAP General and administrative $ 45,457 $ 47,473 $ 132,042 $ 131,399

As a % of total revenues non-GAAP 6.7 % 7.4 % 6.7 % 7.0 %

Income (loss) from operations reconciliation

GAAP income from operations $ 53,886 $ 30,807 $ 154,199 $ 78,110

Share-based compensation 66,313 65,960 182,775 211,223

Amortization of acquired intangibles 33,292 34,551 101,911 101,276

Asset write-down charges — 11,440 — 11,440

Third-party relocation and other costs, net 562 690 6,119 4,839

Restructuring costs 12,901 2,466 23,252 12,369

Non-GAAP Income from operations $ 166,954 $ 145,914 $ 468,256 $ 419,257

Non-GAAP Operating margin 24.7 % 22.8 % 23.7 % 22.4 %

Adjusted EBITDA reconciliation

Depreciation and amortization 23,309 21,869 68,687 65,126

Non-GAAP Adjusted EBITDA $ 190,263 $ 167,783 $ 536,943 $ 484,383

As a % of total revenues non-GAAP 28.1 % 26.3 % 27.2 % 25.9 %

TABLE 5

RINGCENTRAL, INC.

RECONCILIATION OF NET INCOME (LOSS)

GAAP MEASURES TO NON-GAAP MEASURES

(In thousands, except per share data) (Unaudited)

Three Months Ended

September 30, Nine Months Ended

September 30,

2026 2025 2026 2025

Net income (loss) reconciliation

GAAP net income $ 569,700 $ 17,559 $ 639,433 $ 20,424

Share-based compensation 66,313 65,960 182,775 211,223

Amortization of acquired intangibles 33,292 34,551 101,911 101,276

Asset write-down charges — 11,440 — 11,440

Third-party relocation and other costs, net 1,081 1,426 (7,595) 6,115

Restructuring costs 12,901 2,466 23,252 12,369

Amortization of debt discount and extinguishment costs 8,907 1,172 16,921 8,541

Income tax expense effects related to the above adjustments (30,689) (30,677) (85,066) (77,420)

Discrete income tax benefit from a partial release of valuation allowance on U.S. deferred tax assets (544,861) — (544,861) —

Non-GAAP net income $ 116,644 $ 103,897 $ 326,770 $ 293,968

Reconciliation between GAAP and non-GAAP weighted average shares used in computing basic and diluted net income (loss) per common share:

Weighted average number of shares used in

computing basic net income per share 83,859 90,141 84,187 90,619

Effect of dilutive securities 3,828 1,823 2,909 1,692

GAAP weighted average shares used in

computing GAAP diluted net income per share 87,687 91,964 87,096 92,311

Effect of dilutive securities — — — —

Non-GAAP weighted average shares used in

computing non-GAAP diluted net income per share 87,687 91,964 87,096 92,311

Diluted net income (loss) per share

GAAP net income per share $ 6.50 $ 0.19 $ 7.34 $ 0.22

Non-GAAP net income per share $ 1.33 $ 1.13 $ 3.75 $ 3.18

TABLE 6

RINGCENTRAL, INC.

RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES

GAAP MEASURES TO NON-GAAP FREE CASH FLOW MEASURES

(Unaudited, in thousands)

Three Months Ended

September 30, Nine Months Ended

September 30,

2026 2025 2026 2025

Net cash provided by operating activities $ 179,889 $ 151,362 $ 550,369 $ 468,438

Capitalized expenditures (23,125) (21,840) (72,767) (64,355)

Non-GAAP free cash flow $ 156,764 $ 129,522 $ 477,602 $ 404,083

Non-GAAP free cash flow margin 23.2 % 20.3 % 24.2 % 21.6 %

TABLE 7

RINGCENTRAL, INC.

RECONCILIATION OF FORECASTED OPERATING MARGIN AND FREE CASH FLOW

GAAP MEASURES TO NON-GAAP MEASURES

(Unaudited, in millions)

Q4 2026 FY 2026

Low Range High Range Low Range High Range

GAAP income from operations $ 90 $ 100 $ 244 $ 254

GAAP operating margin 13.3 % 14.7 % 9.2 % 9.6 %

Share-based compensation 62 57 245 240

Amortization of acquired intangibles 15 15 117 117

Third-party relocation, restructuring and other costs 1 1 31 31

Non-GAAP income from operations $ 168 $ 173 $ 637 $ 642

Non-GAAP operating margin 25.0 % 25.5 % 24.0 % 24.2 %

FY 2026

Low Range High Range

GAAP net cash provided by operating activities $ 725 $ 730

Capitalized expenditures (105) (100)

Non-GAAP free cash flow $ 620 $ 630

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