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Item 1. Business

2026-02-26 compared with 2025-02-27 · 180 added, 139 removed, 268 unchanged (54% of the section changed)

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We provide a broad range of software and high-performance hardware products, network solutions, and services that enable the secure delivery of data and voice communications, and high-bandwidth networking and connectivity for residential consumers and for small, medium, and large enterprises and industry verticals such as finance, education, government, utilities, and transportation.

Our mission is to create a recognized global technology leader providing cloud-centric solutions that enable the secure exchange of information, with unparalleled scale, performance and elasticity.

We are headquartered in Plano, Texas, and have a global presence with research and development or sales and support locations in over 30 countries around the world.

Our mission is to create a recognized global technology leader that provides network solutions that are scalable, elastic and cloud-centric, enabling the secure exchange of information.

We are at the intersection of the adoption of Artificial Intelligence (“AI”) by Service Providers and Enterprises addressing the rapid growth in fiber connectivity and integration of voice capabilities into Agentic AI platforms We are headquartered in Plano, Texas, and have a global presence with research and development or sales and support locations in over 30 countries around the world.

Company History

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Today’s communications service providers (“CSPs”) and enterprises are investing in their networks to compete in an ever-changing technology and customer experience landscape driven largely by cloud computing, mobile workforces requiring hyper-connectivity, new high-performance applications and use cases, and an insatiable demand for bandwidth by end-customers and the applications they use.

The exponential growth in traffic has largely been driven by the consumption of video and in the next several years, it is expected that new applications leveraging large language model (“LLM”) AI will dramatically increase the amount of network bandwidth usage.

As a result, service providers and enterprises must constantly seek out new technologies to refresh their networks to provide increased flexibility, automation, programmability, scalability, and reliability, to enable these new applications and services with an expedited time to market.

These investments provide a competitive advantage and bring value-added services to increase network efficiency, increase customer satisfaction and produce new revenue streams.

The exponential growth in traffic has largely been driven by video consumption, and over the next several years, new applications leveraging large language model (“LLM”) AI are expected to dramatically increase network bandwidth usage.

As a result, service providers and enterprises must constantly seek out new technologies to refresh their networks and provide greater flexibility, automation, programmability, scalability, and reliability, enabling these new applications and services with expedited time-to-market.

These investments provide a competitive advantage and deliver value-added services that improve network efficiency, increase customer satisfaction, and generate new revenue streams.

Within this broad industry context, investment in our products and services is driven by several key industry trends and strategic priorities.

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CSPs of all types operate in a hyper-competitive environment as consumers and businesses have an increasing number of choices for their communication needs.

It is imperative that providers invest to capture new revenue streams, while reducing the cost to operate their networks.

Legacy services such as IP Multiprotocol Label Switching (“MPLS”) circuits, Centrex lines, and TDM phone are increasingly expensive to operate, and providers need to migrate customers to new offerings or risk high margin revenue streams.

All these factors are causing service providers to re-think and evolve, or even over-haul, the way

networks are designed, architected, managed, and optimized to deliver services to their customers with disruptive economics.

It is imperative that providers invest to capture new revenue streams while reducing network operating costs.

Legacy services such as IP Multiprotocol Label Switching (“MPLS”) circuits, Centrex business

services, and TDM phone lines are increasingly expensive to operate, and providers need to migrate customers to new offerings or risk high-margin revenue streams.

All these factors are causing service providers to rethink and evolve, or even overhaul, the way networks are designed, architected, managed, and optimized to deliver services to their customers with disruptive economics.

They are migrating services to new software platforms that can be deployed in both private and/or public cloud environments (referred to as the “Telco Cloud”) using cloud-native technologies, architectures, and operational processes with automation and concepts such as Continuous Integration and Continuous Delivery (“CI/CD”).

Increasingly, network operators are also pursuing open, multi-layer optimized and disaggregated IP and Optical networking solutions, where they have the flexibility to assemble networks based on transport and control subsystems from different vendors with software-defined networking.

Service providers in some global regions, as mandated by governments or voluntarily, are also replacing certain incumbent vendor communications equipment and technology in their networks because of concerns for security.

This presents a significant growth and market share opportunity.

This presents significant growth and market share opportunity.

This technology evolution challenge extends beyond service providers to many enterprises, as well as Federal, State, and Local governments.

In particular, the U.S.

Federal defense agencies have a significant need to modernize their voice communications infrastructure, replacing legacy on-premises systems with modern cloud-based voice and video solutions.

In particular, U.S.

Federal agencies including Department of War and other civilian agencies have a significant need to modernize their voice communications infrastructure by replacing legacy on-premises systems with cloud-based voice and video solutions.

However, the unique requirements regarding security and survivability are not easily met by off-the-shelf enterprise applications, creating significant opportunities for companies that specialize in this area.

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This exponential growth in data traffic is expected to continue and even accelerate, straining existing broadband and mobile networks.

While 5G, and next generation WiFi, are the technologies of choice for the wireless network, there is also a surge of investment targeted at addressing the bottle neck of the broadband access network with higher capacity fiber connections.

While 5G and next-generation WiFi are the technologies of choice for the wireless network, there is also a surge of investment to address the bottleneck in the broadband access network through higher-capacity fiber connections.

Governments in many countries around the world are investing to address and help close the “Digital Divide” and extend ultra-broadband services and connectivity to underserved communities.

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Next-generation rural broadband networks help service providers grow their revenues by extending service reach and diversity, and by satisfying the massive pent-up demand for high-speed Internet connectivity.

Next-generation broadband networks will also leverage new technologies like fixed-wireless access, while laying the foundation for future revenue opportunities like 5G backhaul transport services.

At the foundation, high performance Optical connections and advanced IP networking are needed to keep pace with the advancements in communications.

This hyper-connectivity will be a key enabler and deliver disruptive ultra-low cost-per-bit

communications within and between networks and the cloud, while also delivering on the promise of latency sensitive networking demanded by many of the applications.

Next-generation broadband networks will also leverage new technologies such as fixed-wireless access, while laying the foundation for future revenue opportunities, such as 5G backhaul transport services.

At the foundation, high-performance optical connections and advanced IP networking are needed to keep pace with advancements in communications.

This hyper-connectivity will be a key enabler and deliver disruptive ultra-low cost-per-bit communications within and between networks and the cloud, while also delivering on the promise of latency-sensitive networking demanded by many of the applications.

Increased Adoption of Cloud Communications and Collaboration

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As a result, businesses and consumers rapidly shifted from brick-and-mortar facilities and travel to work-from-home, or hybrid work-in-the-office and work-from-home, using cloud communications and collaboration platforms such as Microsoft Teams, Zoom Phone, and others, and require these communications platforms to be highly secure and scalable.

New applications enabled by LLM AI will dramatically increase the traffic from the subscriber device to the data center.

New applications enabled by LLM AI will dramatically increase traffic from subscriber devices to the data center.

Need for Reliable, Secure, High-Bandwidth Enterprise and Critical Infrastructure Communications

The “critical infrastructure” market vertical is defined as those companies whose assets, systems, and networks, whether physical or virtual, are considered vital to a country’s national interest.

Critical infrastructure providers are under increasing pressure to support new services, reduce carbon emission, improve security, expand automation, and increase safety.

Achieving these goals requires a transition to a modernized, secure communications network that provides seamless IP connectivity and services and very high capacity optical transport.

Critical infrastructure providers are under increasing pressure to support new services, reduce carbon emissions, improve security, expand automation, and increase safety.

Achieving these goals requires a transition to a modernized, secure communications network that provides seamless IP connectivity and services, as well as very high-capacity optical transport.

With an integrated IP and optical transport solution, a critical infrastructure network operator can provide a highly reliable, secure, future-proof communications solution optimized for critical industries.

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Similarly, command and control groups within today’s defense forces have a need for high-performance secure networks as their strategic sensors and assault systems are becoming more integrated.

In this ecosystem, effective decision-making requires the pooling and analysis of data from a vast array of sensors and other information sources.

In this ecosystem, effective decision-making requires pooling and analyzing data from a vast array of sensors and other information sources.

The data must be delivered securely, in real-time, to wherever it is required.

These solutions integrate intelligent optical transport with agile IP networking to provide a converged, secure, communication network that can be rapidly configured and deployed in challenging environmental conditions.

Global demand for fiber connectivity

Across the globe, nations are investing in fiber-optic infrastructure, driven by a desire to gain a competitive economic advantage and enhance national security.

The European Union has set a goal for universal gigabit connectivity by 2030 through its Digital Decade initiative.

India’s BharatNet project aims to connect 250,000 village councils with fiber, and the USA’s $42 billion BEAD fund prioritizes rural broadband in unserved regions.

Many of these programs were well underway before the potential for additional exponential growth in data driven by AI training and inference applications.

Accommodating this level of growth represents a significant long-term undertaking and investment from fiber infrastructure providers.

To manage the increasing traffic volumes from both AI & expanded broadband access, data center operators and communication service providers will require high-density optical networking and IP routing platforms.

Using Artificial Intelligence to reduce network operating costs

AIOps (Artificial Intelligence for IT Operations) uses AI, machine learning (ML), and data analytics to automate, enhance, and streamline IT operations.

Large network environments inherently generate vast, disparate datasets.

Exacerbating the issue, communications service providers often have multiple generations of infrastructure that deliver vastly different types of data.

AIOps solutions are uniquely capable of analyzing disparate datasets in real-time, reducing operational noise, enabling proactive anomaly detection, and accelerating problem resolution.

AIOps tools can also reduce staffing constraints by

automating common operational tasks such as performance monitoring, workload scheduling, and data backups.

As older staff exit the workforce, AIOps can also fill a critical skills gap.

Networks continue to grow in scale and complexity.

AIOps services will become increasingly important to network operators as they are driven to minimize operational costs without sacrificing performance or customer experience.

Enhancing access to voice-enabled agents

Personal assistants such as Alexa or Siri introduced us to Natural Language Processing (NLP).

Voice-enabled agents offer a similar level of ease of use but operate at a far different skill level.

Agentic AI-based agents can mimic human-like decision-making and manage complex conversations in real time.

Agentic AI-based agents provide the natural dialogue required for customer service applications in contact centers.

Voice-enabled agents are not local to your personal device;

they rely on high-quality network connectivity (across phone, web, and mobile) to deliver a natural experience.

When an end user connects via phone, the voice quality is critical because advanced Natural Language Processing relies on the caller's intonation.

Modern IP-based voice networks, including 4G/5G voice, deliver higher fidelity voice than traditional analog or TDM connections.

Likewise, the data network between the end user and the voice-enabled agent is equally critical for web or mobile app-based interactions.

This has to be a low-latency connection, or the engagement will seem unnatural.

Agentic AI-based agents have the potential to disrupt the traditional contact center business model in a significant way.

Unlike human agents, they can be deployed in the cloud, including sovereign clouds.

That means they can elastically scale to meet changing demand, operating at low or no cost when idle and instantly available to serve an unlimited number of customers.

The only limitations are the scale of the cloud infrastructure and the availability of high-quality voice or data connectivity to the end user.

Strategy Overview

Our mission is to create a recognized global technology leader providing open, cloud-centric solutions spanning multiple network layers that enable the secure exchange of communications and information, with unparalleled scale, performance, and elasticity.

Our mission is to create a recognized global technology leader that provides scalable, elastic, and cloud-centric networking solutions that enable the secure exchange of information.

These voice and data solutions leverage the latest AI and automation technology to reduce operational costs and enhance business performance.

Our transformative acquisition of ECI in 2020 dramatically expanded our addressable market beyond secure voice communications into IP Networking, Optical Transport, and Software-Defined Networking (“SDN”) Management and Automation.

We are implementing a focused strategy to target our broad global base of service provider and enterprise customers to establish us as key supplier of networking solutions.

We are implementing a focused strategy to target our broad global base of service providers and enterprise customers to establish ourselves as a key supplier of networking solutions.

Key elements of the strategy include:

● Operational Integration – In order to provide laser focus on the unique aspects of our portfolio, we initially adopted a business unit model following the acquisition of ECI, along with regional sales teams and an integrated corporate organization.

As the number of opportunities to leverage the combined portfolio emerged, we evolved the organization in 2023 and integrated the two business units under a single leader and established a Chief Operating Officer position.

We have tightened the alignment further in 2024 with the integration of several software research and development (“R&D”) teams and an integrated customer support and services organization.

Similarly, the go-to-market team was combined under a single Global Sales Leader role.

Internally we launched the “Ribbon 3.0” program, reflecting our continued transformation and drive towards best-in-class operational efficiencies and execution.

● Cross-Selling and Tier One Service Provider Growth – We are laser-focused on marketing and selling our combined post-acquisition broad portfolio to our global deployed base of service provider and enterprise customers to expand our presence and share of the larger IP and Optical networking and transport market and cross-sell our complete portfolio.

In particular, we are focused on penetrating the largest service providers around the world in order to drive long term growth and improved competitiveness.

● North American IP Optical Networks Market Share – We expect to continue to unlock the value of our former ECI portfolio by growing IP Optical Networks market share in the North American market by leveraging the extensive deployment base and ongoing business that we have with service providers and enterprise customers.

We have identified opportunities where we have been able to combine technology from both our Voice and IP Routing portfolios in order to address a clear customer need and differentiate our offering.

We have seen significant success with regional service providers in the U.S., bolstered by the federal funding programs focused on improving internet access to underserved markets.

● Participate in the 5G Opportunity – We have made significant R&D investments in our IP Optical product portfolio in order to address multiple opportunities tied to the deployment of 5G mobile networks.

We are focused specifically on the access and aggregation layer of the network including cell-site routers, optical transport, and IP aggregation and routing.

In many cases, the build-out of this part of the network lags or follows the up-front investment in the RAN portion of the network, and increases as traffic levels grow.

We believe 5G is a multi-year opportunity as global service providers roll out the new capital-intensive technology and build out the needed network infrastructure over the next decade.

We have reported several recent strategic wins in this area and believe this will be a key catalyst for growth.

● Software-Centric and Cloud-Native Offerings – The value of virtual, cloud-native, and software-driven solutions deployable in the cloud grew because of the COVID-19 pandemic and the migration of network services to the Telco Cloud, which underscores another area of major focus for us.

As a strategy, we continue to aggressively transition a significant portion of our product portfolio and business model towards more software, cloud-native offerings with automation and as-a-Service selling model.

● Operational Integration – Initially adopting a business-unit model post-acquisition, we evolved the organization in 2023 by integrating the two business units under a single leader, establishing a Chief Operating Officer position.

In 2024, we further tightened alignment by integrating several software R&D teams and an integrated customer support and services organization.

Our go-to-market team is similarly combined under a single Global Sales Leader supported by an integrated marketing organization focused on increasing brand awareness, targeted marketing campaigns, and lead generation.

● Network Modernization – Substantial ‘technology debt’ exists across both Service Provider and Enterprise networks with increasing support costs and reliability challenges.

Ribbon has extensive experience across multiple generations of voice and data technologies to support our customers’ efforts to implement modern cloud-centric services with minimal disruption to customers and revenue streams.

● Cross-Selling and Tier One Service Provider Growth – We are laser-focused on marketing and selling our combined portfolio to our global base of service providers, critical infrastructure providers, and enterprise customers to expand our presence and gain market share in the larger IP routing and optical networking segment.

● North American IP Optical Networks Market Share – We expect to continue to unlock the value of our routing and optical networking portfolio by growing market share in North America by leveraging the extensive deployment base and ongoing business that we have with service providers, critical infrastructure, and enterprise customers.

In particular, we have a growing presence with regional service providers in the U.S., bolstered by federal funding

programs to improve internet access in underserved markets.

We have also identified opportunities to combine technology from both our voice and IP routing portfolios to address a clear customer need and differentiate our offering.

● AI Growth Vectors – We are aggressively pursuing multiple paths to derive value from the explosive investment in Artificial Intelligence:

o We have launched a new AIOps and Automation platform called Acumen that delivers operational savings for network operators by using AI to automate network operations and accelerate trouble resolution.

Acumen offers multiple points of differentiation, including true multi-vendor and multi-layer support, as well as a low-code/no-code application builder to accelerate app development.

o We are partnering with other AI application providers and enabling them to interface their AI platform with existing voice networks.

Ribbon voice and data solutions are critical to delivering high-quality voice and low-latency data for the voice-enabled AI agent platforms seeking to disrupt the traditional contact center market.

o Ribbon’s optical networking solutions are being deployed to meet the growing demand for data center interconnect, particularly as data center developers look to rural areas for power and space.

● Participate in the 5G Opportunity – Significant R&D investments in our IP Optical product portfolio have positioned us to address opportunities tied to the deployment of 5G mobile networks.

We focus on the access and aggregation layer of the network, including cell-site routers, optical transport, and IP aggregation and routing.

We believe 5G represents a multi-year opportunity as global service providers roll out the new technology and build the necessary network infrastructure.

● Software-Centric and Cloud-Native Offerings – The industry is in the early stages of a major migration of network functions from on-premise hardware platforms to private and public cloud networks.

This is a significant technology and operational paradigm shift, and an area where Ribbon has substantial industry leadership.

We believe this transition is instrumental in continuing to improve our profitability and competitiveness, and in growing the recurring revenue portion of our business.

● Enterprise Offerings – The market need and growth rate are higher at the network edge than at the core.

Our solution portfolio includes secure Unified Communications software-centric applications and IP and Optical network connectivity solutions.

Together, these solutions address a wide number of critical infrastructure, federal defense, large enterprise, and medium-size businesses.

We leverage partnerships with key go-to-market channels and solutions providers such as Dell and Microsoft, as well as other popular unified communications and collaboration (“UC&C”) platforms such as Zoom Phone and similar service provider UC&C offerings.

● Partnerships – We continually look to form industry partnerships that will enhance our current solution offerings to our customers.

● Enterprise Offerings – Our solution portfolio includes secure Unified Communications, software-centric applications, and IP and Optical network connectivity solutions.

Together, these solutions address various critical infrastructure, federal defense, large enterprise, and medium-sized businesses.

● Partnerships – We continually look to expand our partnership ecosystem to form strategic relationships that will enhance our current solution offerings to our customers.

Our customers are comprised of a diverse set of service providers and enterprises located in over 140 countries around the world.

Service provider customers include telephone companies (“telcos”) offering fixed and wireless communications services, cable Multi-System Operators (“MSOs”) and Communications as a service providers.

Our service provider customers include many of the largest CSPs globally.

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Cloud and Edge Business Segment

The Cloud and Edge segment provides secure and reliable software and hardware products, solutions, and services for VoIP communications, Voice Over LTE (“VoLTE”) and Voice Over 5G (“VoNR”) communications, as well as UC&C services to both service provider and enterprise customers.

Our Cloud and Edge products are increasingly software-centric and cloud-native for deployment on private, public, or hybrid cloud infrastructures, in data centers, on enterprise premises, and within service provider private networks.

The Cloud and Edge segment provides secure and reliable software and hardware products, solutions, and services for VoIP communications, Voice Over LTE (“VoLTE”) and Voice Over 5G (“VoNR”) communications, as well as unified communications-related (“UC”) services to both service provider and enterprise customers.

Our Cloud and Edge products are increasingly software-centric and cloud-native, with deployments across private, public, and hybrid cloud infrastructures, in data centers, on enterprise premises, and within service provider private networks.

Cloud and Edge Products and Solutions

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The solutions provided with this portfolio include those for:

● Securing and providing resilient connectivity and calling via direct routing for Operator Connect - Microsoft Teams, Zoom and other cloud-based UC&C applications.

● Securing contact center applications.

● Securing service provider hosted and managed unified communications (“UC”) services.

● Securing network interconnects for communications services.

● Network transformation of fixed service provider voice services networks to help evolve, consolidate, and modernize legacy networks to VoIP and onto virtualized network environments or the Telco Cloud.

● Implementing IP Multimedia Subsystem (“IMS”) networks required by mobile service providers for VoLTE service deployments and for 5G voice services.

● Modernizing, evolving, and securing enterprise and industry vertical UC environments, supporting both on-premises and cloud-based deployments.

● Securing voice sessions and protecting VoIP communications connectivity infrastructures, contact centers, Private Branch Exchanges and media servers.

● Providing identity assurance that helps mitigate robocalls, prevent fraud by determining phone caller identity, intent, and reputation.

● Analytics to provide visibility, security, and service assurance to enhance communication network operations and customer experiences.

Our Cloud and Edge market-leading product portfolio consists of two main categories – Session Border Controller (“SBC”) products and Network Transformation products:

● Securing and implementing IP Multimedia Subsystem (“IMS”) networks required by mobile service providers for VoLTE and VoNR (5G) voice services.

● Securing network interconnects between communications service providers as well as protecting VoIP communications infrastructures.

● Securing and providing resilient connectivity for cloud-based unified communications solutions such as Microsoft Teams, Zoom Phone, Webex Calling, as well as service provider—hosted and managed UC.

● Securing premises and cloud-based contact center applications such as Five9, NICE CXone, Genesys, and similar services.

● Modernizing and evolving unified communications for large enterprises, government (both civilian and military), and key industry verticals, supporting both on-premises and cloud-based deployments.

● Helping mitigate robocalls and prevent fraud by determining phone caller identity, intent, and the caller’s reputation.

● Enabling Agentic AI platforms to interface with traditional voice communication services thru secure Cloud APIs.

● Analytics and AI-driven automation to provide visibility, security, manageability, and service assurance for optimizing communication network operations, reducing costs, and improving customer experiences.

Our Cloud and Edge market-leading product portfolio consists of three main categories – Session Border Controller (“SBC”) products, Network Transformation products, and the Acumen AIOps and Automation products:

Our SBC product portfolio encompasses a full range of deployment platforms including:

● High performance carrier-grade compute platforms leveraging the latest advancements in silicon including NVIDIA GPU processors.

● Feature-rich virtualized and cloud-native software products for deployment in both private and public cloud environments such as Amazon Web Services (“AWS”), Microsoft Azure and Google Cloud Platform.

● Fully cloud-native implementation supporting as-a-Service (“aaS”) offers and business models.

● On-premises dedicated appliances that scale up and down to meet the most demanding performance and security requirements.

● Fully cloud-native software implementations (“CNF”) that leverage an industry-leading microservices architecture with Kubernetes orchestration to deliver continuous integration (“CI”) and continuous delivery (“CD”) to automate and coordinate the software delivery pipeline.

These elements can be deployed in both private and public cloud environments, such as Red Hat OpenShift, Amazon Web Services (“AWS”), Microsoft Azure, and Google Cloud Platform.

● Feature-rich virtualized software products (“VNF”) that can run on Commercial Off-The-Shelf (“COTS”) hardware or in private or public cloud environments.

● On-premises dedicated appliances (“PNF”) that scale up and down to meet the most demanding performance and security requirements.

Our SBC portfolio consists of the following categories of products:

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SBCs secure and interwork different voice communications protocols at IP network boundaries, both within and between service provider and enterprise networks.

The portfolio also includes Policy and Routing products that work in heterogeneous voice networks and are used to intelligently manage communications sessions based on multiple policies such as least cost and Quality of Service routing, media type, source or destination, and time of day or week.

● Enterprise Session Border Controllers and Edge products, deployable on premises or in the cloud, to enable the deployment and migration to secure cloud-based UC&C applications such as Microsoft Teams, Zoom Phone and service provider UC&C offerings, as well as securing cloud contact center offerings.

Enterprise SBCs provide service assurance and visibility within the enterprise for service-provider hosted and managed UC services.

The EdgeMarc multi-service gateway portfolio provide support for enterprise voice interfaces such as PRI, T1, and FXO, as well as aggregation and transport of local data traffic.

Our products are also provided as-a-service through our Ribbon Connect for Microsoft Teams Direct Routing platform, a cloud-based aaS offering for securing calls to the public telephone network from the enterprise.

● Ribbon Call Trust TM is an aaS offering for providing identity assurance.

The identity assurance portfolio, using information from deployed network elements including SBCs, helps mitigate robocalls and prevent fraud by determining phone caller identity, intent, and reputation.

With this information, it is possible to help determine if a call is from a legitimate person, for a legitimate purpose, and without malicious intent.

Our customers utilize these capabilities to provide a better call experience to their end-customers.

We are an industry leader in the development and deployment of the STIR (Secure Telephone Identity Revisited) and SHAKEN (Signature-based Handling of Asserted information using toKENS) standards, with deployments throughout North America and Europe.

● A cloud-native Analytics Platform with applications that aid customers in gathering actionable intelligence from their communications network elements, including SBCs in the core and edge of their networks, to provide them with network performance visibility, service assurance, security, and fraud mitigation.

The portfolio also includes Policy and Routing products that work across heterogeneous voice networks to intelligently manage communications sessions based on multiple policies such as least-cost and Quality of Service routing, media type, source or destination, and time of day or week.

● Enterprise Session Border Controllers and Edge products, deployable on premises or in the cloud, enable organizations to gracefully migrate legacy premises assets to secure cloud-based UC and contact center applications.

These include prominent offerings such as Teams Phone, Zoom Phone, Webex Calling, Five9, NICE CxOne, Genesys, and a multitude of service-provider offerings.

Enterprise SBCs provide voice security, protection against Telephony Denial of Service (“TDoS”) attacks, and help resolve a variety of interoperability issues between an enterprise’s existing communication assets and its service provider or cloud communications provider.

In addition, the Edge 8000 and EdgeMarc multi-service gateway portfolio provides voice gateway support for legacy TDM and analog interfaces, including T1/E1 and FXO/FXS ports.

These are critical in geographies where SIP trunks are unavailable or unreliable.

They also provide integration with installed analog devices, such as elevator phones, paging equipment, and fax machines.

Our Network Transformation product portfolio is deployed in the most demanding environments and enables the modernization of fixed, mobile, and enterprise voice communications networks to support network and Telco Cloud-based services and the next generation of IP-based voice communications services, and includes multiple software-centric platforms and products, including:

● Signaling products that provide network signaling for communications services.

● Call Controllers that provide call processing within networks for voice communications services and applications.

● Media Gateways that perform the interworking or translation of media, or voice sessions, and the corresponding network protocols both within and across VoIP and legacy communications networks, and use codecs (coder-decoder) and digital signal processors to do so.

● A multi-tenant and highly scalable Application Server that enables the deployment of VoIP and UC&C services and applications.

● A multi-tenant and highly scalable Application Server that enables the deployment of VoIP and UC services and applications.

Ribbon Acumen is a network-agnostic, cloud-native AIOps and Automation platform that enables communications service providers and enterprises to accelerate their path to an autonomous network.

By combining real-time data observability, analytics, AIOps, and agentic orchestration capabilities, Acumen enables customers to automate the operation of their multi-vendor networks, reducing management complexity and costs and improving customer experiences.

● Ribbon Acumen comprises a series of ready-made, established applications, including Ribbon’s existing Analytics, MUSE, LEAP, and RAMP applications.

It then adds a low-code/no-code Builder that enables organizations to integrate, analyze, and respond to data from any network device or application, and to leverage AI, ML, and Agentic AI to automate operational workflows.

Acumen Builder can easily thread together a diverse set of actions to create a solution tailored to one customer’s unique requirements.

By combining AIOps, SecOps, and DevOps capabilities, Acumen can help network operators achieve a range of business outcomes by automating network lifecycle tasks, from deployment and optimization to rapid issue resolution.

Users can interact with Acumen via natural language (chat or voice) to request information or give instructions.

Acumen is an open and multi-vendor solution that integrates with multiple generations of both Ribbon and third-party products, including automation and operational support system (OSS) platforms.

● Customers start on their path to autonomous networks with Ribbon Analytics as a standalone platform, deploying applications that aid customers in gathering actionable intelligence from their communications network elements, including SBCs in the core and edge of their networks, to provide them with network performance visibility, service assurance, security, and fraud mitigation.

● Ribbon Call TrustTM combines information from deployed network elements, including SBCs and Ribbon Analytics, as well as third-party databases, to determine phone caller identity, intent, and reputation.

With this information, it is possible to help determine if a call is from a legitimate person, for a legitimate purpose, and without malicious intent, ultimately helping to detect and mitigate robocalls and prevent fraud.

Our customers use these capabilities to deliver a better call experience to their end customers.

Cloud and Edge Competition

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The market is shifting from an environment dominated by a few large telecommunications legacy hardware equipment companies, such as Ericsson LM Telephone Company (“Ericsson”), Huawei Technologies Co.

(“Huawei”), and Nokia Corporation (“Nokia”), to a market that is characterized by cloud-native software network function virtualization, hybrid private public cloud compute environments, and open interoperable interfaces.

(“Huawei”), and Nokia Corporation (“Nokia”), to a market that is

characterized by cloud-native software, hybrid private public cloud compute environments, and open interoperable interfaces.

We believe this shift creates opportunities for us to differentiate and gain share from competitors such as:

● Huawei, Ericsson, Nokia, Oracle Corporation, Cisco Systems, Inc.

(“Cisco”) and AudioCodes Ltd.

for our SBCs, Enterprise Edge products and Ribbon Connect.

● Neustar, Inc., Metaswitch Networks (“Metaswitch – A Microsoft Company”), First Orion Corp., Secure-Logix Corporation, TransNexus, Inc.

and Transaction Network Services, Inc.

for our Identity Assurance and Ribbon Call Trust offerings.

● NETSCOUT Systems, Inc., Mobileum, Empirix Inc.

and Ericsson for our Analytics offerings.

● Huawei, Metaswitch, netsapiens, Nokia and Ericsson for our Network Transformation offerings.

● Huawei, Ericsson, Nokia, Oracle Corporation, Cisco Systems, and AudioCodes for our SBCs and enterprise gateway offerings.

● TransUnion, Alianza (acquired Metaswitch assets), First Orion Corp., SecureLogix, TransNexus, and Transaction Network Services, for our Ribbon Call Trust offerings.

● NetScout Systems, Mobileum, Infovista (Hammer), SecureLogix, and Elisa Industriq (Polystar) for our Analytics offerings.

● Nokia, Ericsson, Ciena/Blue Planet, Cisco/Splunk, Netcracker, and Amdocs for our AIOps and Automation offerings.

● Huawei, Alianza (acquired Metaswitch assets), NetSapiens, Nokia, and Ericsson for our Network Transformation offerings.

Other smaller private and public companies are also focusing on similar market opportunities.

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Our IP Optical Networks segment provides high-performance, secure, and reliable hardware and software products and solutions for IP networking, switching, and routing, and optical transport.

This portfolio is offered to service provider, enterprise and industry verticals with critical transport network infrastructures including utilities, government, defense, transportation and education and research.

This portfolio is offered to service providers, enterprises and industry verticals with critical transport network infrastructures requirements including utilities, government, defense, transportation and education and research.

IP Optical Networks Products and Solutions

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Our Apollo hardware and software products deliver reconfigurable and programmable low-latency optical transport that simultaneously speeds up provisioning of new services while maximizing traffic throughput at the lowest cost per bit.

Apollo provides customers with a choice of two transmission optimizations.

Apollo offers customers two transmission optimization options.

Capacity-reach optimization uses industry-leading 5nm-140Gbaud technology that maximizes channel capacity for any given distance.

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Apollo combines high-performance, low-latency OTN transport and OTN switching with software-configurable optical routing for maximum efficiency.

Apollo can dynamically reconfigure optimal links in the event of fiber failures to maintain service availability.

Apollo is “self-aware,” with intelligent reporting for efficient and SDN-ready operations.

Apollo also provides deployment choice, whether as an integrated solution or as standalone subsystems for disaggregated open architecture multivendor solutions.

Apollo can dynamically reconfigure optimal links in the event of fiber failures to

maintain service availability.

Apollo is “self-aware,” with intelligent reporting to enable efficient, SDN-ready operations.

Apollo also provides deployment options, whether as an integrated solution or as standalone subsystems for disaggregated, open-architecture, multivendor solutions.

A key security feature of Apollo that is used broadly in critical infrastructure and enterprise deployments is Layer 1 Optical Encryption.

This uses AES-256 encryption, which is the strongest and most robust encryption standard that is commercially available today, and also supports a choice of standard, Post Quantum Computing, and Quantum Key Distribution key exchange mechanisms.

This uses AES-256 encryption, which is the strongest and most robust encryption standard commercially available today, and also supports a choice of standard, Post-Quantum Computing, and Quantum Key Distribution key exchange mechanisms.

● The Neptune product line of high-performance switching and routing solutions are optimized to provide the converged multi-service, service-aware aggregation needed for cost/performance optimized connectivity between consumers and the applications and services they are using.

Neptune supports multiple services delivered over multiple access network technologies.

Ethernet interfaces ranging from Gigabit Ethernet (“GbE”) through to 100GbE allow all IP/MPLS and Ethernet access networks to be supported, and pluggables providing XGS-PON, EPON and TDM circuit emulation allow PON access networks and legacy TDM access network to be supported.

Ethernet interfaces ranging from Gigabit Ethernet (“GbE”) through to 100GbE allow all IP/MPLS and Ethernet access networks to be supported, and pluggables providing XGS-PON, EPON, and TDM circuit emulation allow PON access networks and legacy TDM access networks to be supported.

Traffic from the access networks is aggregated and connected to the services, applications, and compute platforms, meeting the specific service-level agreements required for each service, including guaranteed latency, jitter, capacity, or reliability.

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As services, applications, and compute platforms become increasingly distributed across the network, located in local data centers and multi-access Edge compute platforms, Neptune, in conjunction with MUSE, can dynamically route the connectivity wherever it is required, whilst still meeting the performance requirements.

In addition, Neptune provides a 400G ZR+ pluggable capability, allowing it to support both single layer IP over DWDM

connectivity or multi-layer optimized IPoOTN/DWDM connectivity, whichever best meets the network operator’s needs.

In addition, Neptune provides a 800G ZR+ pluggable capability, allowing it to support both single layer IP over DWDM connectivity or multi-layer optimized IPoOTN/DWDM connectivity, whichever best meets the network operator’s needs.

With these capabilities, Neptune is ideally suited for residential broadband backhaul, business services, MSOs, and private enterprise networks.

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Then, using a rich set of tools, operators can design, provision, and assure a broad array of services on top of the slices.

Muse’s suite of advanced service and network control applications empower service providers to do more, through simple service creation and lifecycle management, proactive network assurance, network optimization, and automation.

Muse ensures that people and systems receive the right tools to monetize the network effectively through intuitive graphical user interfaces or industry-standard Application Programmable Interfaces.

Muse’s suite of advanced service and network control applications empowers service providers to do more, through simple service creation and lifecycle management, proactive network assurance, network optimization, and automation.

Muse ensures that people and systems receive the right tools to monetize the network effectively through intuitive graphical user interfaces or industry-standard Application Programming Interfaces.

IP Optical Networks Competition

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The market is shifting from an ecosystem dominated by a few large telecommunications legacy hardware equipment companies with proprietary solutions such as Ciena Corporation (“Ciena”), Cisco, and Nokia, to a market that is characterized by a combination of closed and open solutions, software-defined networking, and dis-aggregation ready for next generation networks, services and applications including 5G, leveraging merchant silicon technology.

We believe this shift creates opportunities for us to increase our share in the market as compared to direct competitors such as Cisco, Juniper Networks, Inc., Huawei, Nokia, Ciena, Infinera Corporation, Adtran Networks, and Fujitsu Limited.

We believe a key differentiation from these competitors is our optimized and integrated multi-layer IP optical solutions.

We believe this shift creates opportunities for us to increase our market share relative to direct competitors such as Cisco, Juniper Networks, Inc., Huawei, Nokia, Ciena, Adtran Networks, and Fujitsu Limited.

We believe a key differentiator from these competitors is our optimized and integrated multi-layer IP optical solutions.

These solutions leverage our SDN, IP routing, and optical networking and control plane technologies for both IP and Optical networking layers to create a truly integrated IP Optical Network that optimizes resource utilization in real time, and provides the best overall economics to customers, differentiating us from our competitors.

Advanced planning algorithms design multi-layer IP Optical networks that maximize traffic handling with failure resiliency by looking holistically at all network layers, providing the best return on capital expenditures.

Advanced planning algorithms design multi-layer IP and Optical networks that maximize traffic handling with failure resiliency by looking holistically at all network layers, providing the best return on capital expenditures.

These multi-layer optimized networks can then meet specific customer and service needs on a case-by-case basis.

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This enables us to implement a flexible manufacturing and logistics landscape for each product line and target markets.

This structure also facilitates redundancy and business continuity to mitigate risks related to adverse trade tariff, taxation, and natural disasters.

This structure also facilitates redundancy and business continuity to mitigate risks related to adverse trade tariffs, taxation, and natural disasters.

Moreover, we wholly own the intellectual property related to fabrication files, assembly, testing algorithms and manufacturing operating procedures, thus reducing sole dependency on a specific contract manufacturer.

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We regularly review market trends and volume demand for newly introduced products with our suppliers and distributors to negotiate reduced component pricing as the products mature.

We carefully manage end-of-sale and end-of-life transitions to maximize return on investment and minimize wasted material, while maximizing customer satisfaction.

We carefully manage end-of-sale and end-of-life transitions to maximize

return on investment and minimize wasted material, while maximizing customer satisfaction.

When we must source such end-of-life components from distributors and brokers, we typically encounter increased component pricing.

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Occasionally, we experience unforeseen demand drops of certain products or sub-assemblies due to technology evolution, customer consumption behavior, or shortened product lifecycle.

For example, we encountered supply chain disruptions in 2021 due to component demand and logistics complications.

We regularly review current inventory levels to ensure adequate reserves for excess and obsolete inventory arising from shortened product life cycle or demand drops.

The worldwide supply chain disruptions that started mid-2020 have affected multiple aspects of our product realization processes, including extended component lead-times, part shortages, higher input costs, and increased logistics complexity.

This largely moderated in 2023 and 2024, however some higher input costs remain, and our inventory levels are somewhat elevated.

We continue to implement specific actions to manage these issues, including investment in key re-design of sub-assemblies to improve product availability and lower costs.

The ongoing unrest and conflict in the Middle East has caused some disruption to material supply chain and production operations in that region.

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and foreign patent, trademark, trade secret and copyright law and contractual restrictions to protect the proprietary aspects of our technology.

As of December 31, 2024, we had 787 issued patents in the U.S., 659 of which expire between 2025 and 2042, and we had 41 in-process patent applications in the U.S.

As of such date, we also had 351 issued patents in foreign jurisdictions, and we had 86 in-process patent applications in foreign jurisdictions.

As of December 31, 2025, we had 804 issued patents in the U.S., 723 of which are active, 578 which expire between 2026 and 2042, and we had 26 in-process patent applications in the U.S.

As of such date, we also had 375 issued patents in foreign jurisdictions, 238 of which expire between 2026 and 2042, and we had 6 in-process patent applications in foreign jurisdictions.

As of December 31, 2025, we had 27 trademarks registered or pending in the U.S.

and 171 trademarks registered or pending in foreign jurisdictions.

In addition to the protections described above, we seek to safeguard our intellectual property by employing measures to protect against the unauthorized use or disclosure of the source and object code for our software, documentation and other written materials;

written materials;

licensing our software pursuant to signed license agreements, which impose restrictions on others’ ability to use our software;

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Other companies in the communications and technology industries frequently threaten litigation or file suit against us (directly or indirectly through customers to whom we could owe indemnification) based on allegations of infringement or other violations of intellectual property rights.

We are currently subject to, and expect to face in

the future, allegations that we have infringed the intellectual property rights of third parties, including those of our competitors and non-practicing entities.

We are currently subject to, and expect to face in the future, allegations that we have infringed the intellectual property rights of third parties, including those of our competitors and non-practicing entities.

Regulatory Considerations

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To assist in this, we are deliberate in making sure that each employee is aware that they play a role in fostering a work environment that encourages mutual respect and congenial relationships among employees.

We believe that a culture which encourages all employees, regardless of race, sex, background, or affiliation, to take pride in their individual contributions and work together as a team is key to our success.

In 2024, our employee-led council focused on conducting educational initiatives to increase awareness of different employee backgrounds and cultures, as well as to promote gender diversity.

These educational initiatives included hosting webinars related to special days or events, such as Pride Month, and International Holocaust Remembrance Day.

Other initiatives that promote gender diversity included our ongoing Women’s Leadership Program, highlighting women at Ribbon on our social media platform, an external campaign conducted to attract female talent, and the establishment of a Ribbon Women’s Business Community to lead social networking events.

Ribbon is committed to fostering and maintaining a culture of diversity and inclusion for employees.

We believe that a culture which encourages all employees to take pride in their individual contributions and work together as a team is key to our success.

This year our Women’s Leadership Series continued with a variety of offerings ranging from a spotlight series to quarterly online networking sessions.

Educational posts and/or webinars were made on a variety of topics including National Hispanic Heritage Month, Juneteenth, and Pride Month.

Ribbon is committed to fostering and maintaining a culture of inclusion for employees.

Employee Hiring, Turnover and Engagement .

Our turnover and hiring metrics are refreshed on a weekly basis and formally presented monthly.

This up-to-date information allows us to quantify our success with employee retention, implement timely and selective retention initiatives as needed, and measure the speed at which we attract and onboard qualified candidates.

In 2024, our voluntary turnover rate was 6.6%, a slight increase from the 5.9% voluntary turnover rate we experienced in 2023.

This up-to-date information allows us to quantify our success with employee retention, implement timely and selective retention initiatives, and measure the speed at which we attract and onboard qualified candidates.

In 2025, our voluntary turnover rate was 5.5%, a slight decrease from the 6.6% voluntary turnover rate we experienced in 2024.

Our employee management process includes conducting exit interviews with all employees that leave us voluntarily.

The data obtained from our exit questionnaire and one-on-one interviews are referenced when creating and updating benefit plans and other employee initiatives/offerings.

For the year ended December 31, 2025, we hired 316 employees globally.

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Approximately 28% of our hires in 2025 came from employee referrals.

The average time to fill a position in 2024 was 38 days.

Our employee management process includes conducting exit interviews with all employees that leave us voluntarily.

The data obtained from our exit questionnaire and one-on-one interviews are referenced when creating and updating benefit plans and other employee initiatives/offerings.

Our recognition program, “Real Time Rewards,” is an online platform which allows employees across all job levels and countries to recognize and express appreciation to their colleagues.

This tool allows employees to be recognized for going above and beyond.

Over half of the 2025 hires were in entry to mid-level roles, reflecting our continued focus on strengthening our talent pipeline along with longer-term workforce development.

Our recognition program, “Real Time Rewards,” is an online platform which enables employees to recognize and express appreciation to their colleagues’ contributions.

In 2025, approximately 3,000 awards were distributed, whereby 46% of our employees were rewarded for their contributions.

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Learning and Development (L&D) .

We believe that investing in our employees’ personal and professional development enables them to perform their current roles with maximum effectiveness and to be prepared for roles of greater responsibility in the future.

Our strong L&D programs deliver employee empowerment, boost workplace engagement and relationships, and retain talent.

These learning programs utilize a combination of in-person and online curriculum and include core modules, some of which are mandatory, relating to ethical conduct, products and services, cybersecurity, safety, human rights and anti-corruption, as well as additional tailored programs on topics such as leadership, management, excellence in service, project management and competency development.

In 2024, we delivered more than 19 live training webinars, 9 manager/leader development programs, and approximately 13 training hours per employee across our workforce.

At Ribbon we believe that investing in our employees’ personal and professional growth is essential for both individual success and organizational excellence.

By providing robust learning opportunities, we enable employees to perform their current roles with maximum effectiveness while preparing them for future responsibilities.

Our comprehensive L&D programs are designed to:

empower employees through knowledge and skill-building, boost engagement and collaboration across teams and enhance talent retention by fostering career development.

These programs combine in-person sessions and online learning modules, covering both mandatory and elective topics.

Core modules include essential areas such as ethical conduct, products and services, cybersecurity, workplace safety, human rights and anti-corruption.

Beyond the core curriculum, we offer tailored programs to meet diverse development needs that range from leadership development to personal effectiveness.

In 2025 the L&D team delivered 27 live training webinars, 8 leadership development programs and 8 orientation programs for new hires.

Approximately 12 training hours per employee was dedicated to training.

Our commitment to continuous learning is not just an investment in skills, it’s an investment in our people and our future.

By fostering a culture of growth and adaptability we ensure that our workforce remains innovative, resilient, and ready to lead in an ever-changing business landscape.

Safety, Health and Well-being.

Our objective is to provide a safe and hazard-free work environment for all employees.

Compliance with applicable safety regulations is a top priority and we strive to maintain our strong track record for safety, which continues to be reinforced through regular training modules at all of our locations.

Ribbon regularly promotes our Employee Assistance Program (the “EAP”), which is offered to all employees and their families to provide customized services to meet varying needs globally.

The EAP is a confidential support service to help our employees and their dependents at no cost to our employees.

In 2024, we saw a significant increase in the utilization of our EAP.

Our goal is to continue to focus on finding ways to support our employees and their families.

Compliance with applicable safety regulations is a top priority and we strive to maintain our strong record for safety, which continues to be reinforced through regular training modules at all of our locations.

Ribbon continues to prioritize the well-being of our employees and their families worldwide.

One of the key resources available is our Employee Assistance Program (“EAP”), a confidential service offered at no cost to employees and their dependents, providing support for a wide range of personal and professional needs.

To help employees understand how to access these resources, we host several EAP orientation sessions throughout the year.

In 2025, we observed a notable increase in EAP utilization, highlighting the importance of these services in supporting overall wellness.

In addition, as a company consistently advocating for a healthy, balanced lifestyle, we offer a wellness program, which is available to all employees and their families.

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In 2025, we continued with our hybrid work model.

Under this policy, employees spend a minimum of two days per week working from one of our offices.

This encourages collaboration, innovation, and socialization while maintaining the flexibility to work remotely as well.

Under this policy, which was introduced in 2023, employees spend a minimum of two days per week working from one of our offices.

Consistent in-office presence remains a key component in fostering team collaboration, strengthening our company culture, and promoting a unified employee experience.

Community Investment .

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Ribbon also sponsors events and campaigns that support organizations such as the American Heart Association, Make a Wish Foundation, and the United Way.

In addition, since 2010, we have provided a day of paid time off for all employees to participate in our Global Day of Service, during which employees and their families are encouraged to volunteer and contribute to local charitable organizations in their communities.

In 2024, more than 40% of employees across the globe donated combined time of over an aggregate of 5,500 hours to support charitable organizations.

For additional information on Ribbon’s talent and our current engagement activities, please see our most recent sustainability report, which is available at ribboncommunications.com/company/company-policies/sustainability-report.

Once again, in 2025 we provided a day of paid time off for all employees to participate in our Global Day of Service, during which employees are encouraged to volunteer and contribute to local charitable organizations in their communities.

In 2025, 1,283 employees across the globe donated an aggregate of approximately 5,000 hours to support charitable organizations.

For additional information on Ribbon’s talent and our current engagement activities, please see our most recent sustainability report, which is available at https://ribboncommunications.com/company/sustainability-report.

Corporate Governance and Social Responsibility

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We are committed to strong corporate governance practices, which include building long-term value and assuring success for our stockholders and other stakeholders, including employees, customers and the communities in which we operate.

For additional information regarding our corporate governance and our social responsibility goals and initiatives, please see “Corporate Governance” on our investor relations website (investors.ribboncommunications.com) and our most recent sustainability report, which is available at ribboncommunications.com/company/company-policies/sustainability-report.

For additional information regarding our corporate governance and our social responsibility goals and initiatives, please see “Corporate Governance” on our investor relations website (https://investors.ribboncommunications.com/) and our most recent sustainability report, which is available at ribboncommunications.com/company/company-policies/sustainability-report.

We have experienced quarterly fluctuations in customer activity due to seasonal considerations.

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Additional Information

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed with or furnished to the United States Securities and Exchange Commission (the “SEC”), are available free of charge through the SEC’s Internet site ( http://www.sec.gov ) or our Internet site ( http://www.ribboncommunications.com ) as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed with or furnished to the United States Securities and Exchange Commission (the “SEC”), are available free of charge through the SEC’s Internet site ( https://www.sec.gov/ ) or our Internet site ( http://www.ribboncommunications.com ) as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.

Information contained on, or that can be accessed through, our website does not constitute a part of this annual report and is not incorporated by reference herein.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business