Sec Form 4 Filing - Shmunis Vladimir @ RingCentral Inc - 2014-03-11

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Shmunis Vladimir 2. Issuer Name and Ticker or Trading Symbol RingCentral Inc [ RNG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO & Chairman (Last) (First) (Middle) C/O RINGCENTRAL, INC., 1400 FASHION ISLAND BLVD, 7TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/11/2014 (Street) SAN MATEO, CA94404 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock ( 1 ) 03/11/2014 C( 1 ) 200,000 A $ 0 200,000 D Class A Common Stock ( 1 ) 03/11/2014 S 200,000 D $ 20.4788 0 D Class A Common Stock ( 1 ) 03/11/2014 C( 1 ) 400,000 A $ 0 400,000 I By ELCA Fund I, LP ( 2 ) Class A Common Stock ( 1 ) 03/11/2014 S 400,000 D $ 20.4788 0 I By ELCA Fund I, LP ( 2 ) Class A Common Stock ( 1 ) 03/11/2014 C( 1 ) 10,000 A $ 0 10,000 I By ELCA Fund II, LP ( 2 ) Class A Common Stock ( 1 ) 03/11/2014 S 10,000 D $ 20.4788 0 I By ELCA Fund II, LP ( 2 ) Class A Common Stock ( 1 ) 03/11/2014 C( 1 ) 10,000 A $ 0 10,000 I By ELCA Fund III, LP ( 2 ) Class A Common Stock ( 1 ) 03/11/2014 S 10,000 D $ 20.4788 0 I By ELCA Fund III, LP ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) $ 1.1 03/11/2014 M 200,000 ( 3 ) 01/18/2020 Class B Common Stock 200,000 $ 0 800,000 D Class B Common Stock ( 4 ) ( 5 ) 03/11/2014 M 200,000 ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 200,000 $ 0 200,000 D Class B Common Stock ( 1 ) ( 4 ) ( 5 ) 03/11/2014 C( 1 ) 200,000 ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 200,000 $ 0 0 D Class B Common Stock ( 1 ) ( 4 ) ( 5 ) 03/11/2014 C( 1 ) 400,000 ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 400,000 $ 0 7,946,231 I By ELCA Fund I, LP ( 2 ) Class B Common Stock ( 1 ) ( 4 ) ( 5 ) 03/11/2014 C( 1 ) 10,000 ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 10,000 $ 0 400,000 I By ELCA Fund II, LP ( 2 ) Class B Common Stock ( 1 ) ( 4 ) ( 5 ) 03/11/2014 C( 1 ) 10,000 ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 10,000 $ 0 400,000 I By ELCA Fund III, LP ( 2 ) Class B Common Stock ( 4 ) ( 5 ) ( 4 )( 5 ) ( 4 )( 5 ) Class A Common Stock 111 111 I By ELCA, LLC ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Shmunis Vladimir C/O RINGCENTRAL, INC. 1400 FASHION ISLAND BLVD, 7TH FLOOR SAN MATEO, CA94404 X X CEO & Chairman Shmunis Sandra C/O RINGCENTRAL, INC 1400 FASHION ISLAND BLVD, 7TH FLOOR SAN MATEO, CA94404 X ELCA, LLC C/O RINGCENTRAL, INC. 1400 FASHION ISLAND BLVD, 7TH FLOOR SAN MATEO, CA94404 X ELCA Fund I, LP C/O RINGCENTRAL, INC. 1400 FASHION ISLAND BLVD, 7TH FLOOR SAN MATEO, CA94404 X ELCA Fund II, LP C/O RINGCENTRAL, INC. 1400 FASHION ISLAND BLVD, 7TH FLOOR SAN MATEO, CA94404 Affiliated with ELCA, LLC ELCA Fund III, LP C/O RINGCENTRAL, INC. 1400 FASHION ISLAND BLVD, 7TH FLOOR SAN MATEO, CA94404 Affiliated with ELCA, LLC Signatures /s/ Bruce P. Johnson, Attorney-in-fact for Vladimir Shmunis 03/13/2014 Signature of Reporting Person Date /s/ Bruce P. Johnson, Attorney-in-fact for Sandra Shmunis 03/13/2014 Signature of Reporting Person Date /s/ Bruce P. Johnson, Attorney-in-fact for Sandra Shmunis, a Managing Member of ELCA, LLC 03/13/2014 Signature of Reporting Person Date /s/ Bruce P. Johnson, Attorney-in-fact for Sandra Shmunis, a Managing Member of ELCA, LLC, the General Partner of ELCA Fund I, L.P. 03/13/2014 Signature of Reporting Person Date /s/ Bruce P. Johnson, Attorney-in-fact for Sandra Shmunis, a Managing Member of ELCA, LLC, the General Partner of ELCA Fund II, L.P. 03/13/2014 Signature of Reporting Person Date /s/ Bruce P. Johnson, Attorney-in-fact for Sandra Shmunis, a Managing Member of ELCA, LLC, the General Partner of ELCA Fund III, L.P. 03/13/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock. The Reporting Persons sold shares to the Underwriters in connection with the sale of shares of Class A Common Stock by the Reporting Persons in the Issuer's public offering. ( 2 )Vladimir Shmunis and Sandra Shmunis are the managing members of ELCA, LLC. ELCA, LLC is the general partner of ELCA Fund I, L.P., ELCA Fund II, L.P. and ELCA Fund III, L.P. By virtue of these relationships, Mr. Shmunis and Mrs. Shmunis may be deemed to share voting and dispositive power with respect to the shares held by ELCA Fund I, L.P., ELCA Fund II, L.P. and ELCA Fund III, L.P. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. ( 3 )25% of the shares subject to the option vested on each of 1/1/2011, 1/1/2012, 1/1/2013 and 1/1/2014. ( 4 )Each share of Class B Common is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each shares of Class B Common Stock held by a shareholder will convert automatically into one share of Class A Common Stock upon (i) any transfer of such share (subject to certain exceptions), or (ii) the death of a natural person holding such share. ( 5 )In addition, each share of Class B Common Stock outstanding will convert automatically into one share of Class A Common stock upon (i) the date specified by the holders of at least 67% of the outstanding shares of Class B Common Stock, (ii) the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock or (iii) the seven-year anniversary of the closing date of the Issuer's initial public offering (subject to certain exceptions).

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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