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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
February 25, 2025 (February 25, 2025)
Date of Report (date of earliest event reported)

Rimini Street, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware001-3739736-4880301
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification Number)
 
1700 S. Pavilion Center Drive, Suite 330
Las Vegas, NV 89135
(Address of principal executive offices) (Zip Code)
 
(702) 839-9671
(Registrant’s telephone number, including area code)
 

(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:
☐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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:Trading Symbol(s)Name of each exchange on which registered:
Common Stock, par value $0.0001 per shareRMNIThe Nasdaq Global Market

 
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.
☐


ITEM 7.01
REGULATION FD

On February 25, 2025, the United States Court of Appeals for the Ninth Circuit (the “Ninth Circuit”) denied the petition for panel rehearing and rehearing en banc filed on January 29, 2025, by certain subsidiaries of Oracle Corporation (collectively, “Oracle”) in Case Number 23-16038, on appeal from Case Number 2:14-cv-01699-MMD-DJA (United States District Court for the District of Nevada) (“Rimini II”).

A copy of the order issued by the Ninth Circuit denying Oracle’s petition for panel rehearing and rehearing en banc is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference.

The Company reserves all rights, including appellate rights, with respect to the Rimini II litigation.

All information in this Item 7.01 is presented as of the date of this Current Report on Form 8-K and not any future date, and the Company does not undertake any obligation to, and disclaims any duty to, update any of the information provided.

Please see the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, as filed with the United States Securities and Exchange Commission on October 30, 2024, for additional information and disclosures relating to the Company’s litigation with Oracle.

The information presented in Item 7.01 of this Current Report on Form 8-K 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, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference in any filing under the Securities Act of 1933 or the Exchange Act.

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS
 
(d)    Exhibits.

Exhibit No.
Exhibit Title
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Furnished herewith


1

SIGNATURES
 
`    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.

 
 RIMINI STREET, INC.
   
   
Dated: February 25, 2025
By:/s/ Seth A. Ravin
  Name:  Seth A. Ravin
  Title:  President and Chief Executive Officer

2
EXHIBIT 99.1

UNITED STATES COURT OF APPEALS
FOR THE NINTH CIRCUIT

FILED
February 25, 2025
MOLLY C. DWYER, CLERK
U.S. COURT OF APPEALS
ORACLE INTERNATIONAL
No. 23-16038
CORPORATION; ORACLE
AMERICA, INC.,
D.C. No.
2:14-cv-01699-
Plaintiffs-counter-
MMD-DJA
defendants-Appellees,
v.ORDER
RIMINI STREET, INC.; SETH
RAVIN,
Defendants-counter-
claimants-Appellants.

Before: BYBEE and BUMATAY, Circuit Judges, and BENNETT,* District Judge
The panel has unanimously voted to deny the petition for panel rehearing. Judges Bybee and Bumatay have voted to deny the petition for rehearing en banc, and Judge Bennett has so recommended. Fed. R. App. P. 40. The full court has been advised of the petition for rehearing en banc, and no judge of the court has requested a vote on it. Fed. R. App. 40. The petition for panel rehearing and rehearing en banc (Dkt. No. 58) is therefore DENIED.
* The Honorable Richard D. Bennett, United States District Judge for the District of Maryland, sitting by designation.

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Feb. 25, 2025
Document Information [Line Items]  
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Document Type 8-K
Document Period End Date Feb. 25, 2025
Entity Registrant Name Rimini Street, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-37397
Entity Tax Identification Number 36-4880301
Entity Address, Address Line One 1700 S. Pavilion Center Drive
Entity Address, Address Line Two Suite 330
Entity Address, City or Town Las Vegas
Entity Address, State or Province NV
Entity Address, Postal Zip Code 89135
City Area Code (702)
Local Phone Number 839-9671
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Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol RMNI
Security Exchange Name NASDAQ
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