SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

KENDRA THOMAS WILLIAM

(Last)

(First)

(Middle)

RIGHTNOW TECHNOLOGIES, INC.

136 ENTERPRISE BLVD.

(Street)

BOZEMAN

59718

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
RIGHTNOW TECHNOLOGIES INC [ RNOW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/25/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/25/2012		D		9,424	D	$43⁽¹⁾	0	I	Kendra Family Revocable Trust
Common Stock	01/25/2012		D		5,926	D	$43⁽¹⁾⁽²⁾	0	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$16.38	01/25/2012		D			30,000	⁽³⁾	03/30/2017	Common Stock	30,000	⁽⁴⁾	0	I	Kendra Family Revocable Trust
Stock Option (right to buy)	$14.33	01/25/2012		D			15,000	⁽³⁾	06/06/2018	Common Stock	15,000	⁽⁴⁾	0	I	Kendra Family Revocable Trust
Stock Option (right to buy)	$8.38	01/25/2012		D			3,750	⁽³⁾	02/10/2019	Common Stock	3,750	⁽⁴⁾	0	I	Kendra Family Revocable Trust
Stock Option (right to buy)	$9.07	01/25/2012		D			8,250	⁽³⁾	06/03/2019	Common Stock	8,250	⁽⁴⁾	0	I	Kendra Family Revocable Trust
Stock Option (right to buy)	$13.61	01/25/2012		D			20,000	⁽³⁾	06/07/2020	Common Stock	20,000	⁽⁴⁾	0	I	Kendra Family Revocable Trust
Stock Option (right to buy)	$30.69	01/25/2012		D			4,000	⁽³⁾⁽⁵⁾	06/14/2021	Common Stock	4,000	⁽⁴⁾	0	I	Kendra Family Revocable Trust

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger, dated as of October 23, 2011 (the "Merger Agreement"), by and among RightNow Technologies, Inc. ("RightNow"), OC Acquisition LLC ("Parent"), a Delaware limited liability company and wholly-owned subsidiary of Oracle Corporation ("Oracle"), and Rhea Acquisition Corporation, a Delaware corporation and wholly-owned subsidiary of Parent, each share of RightNow common stock was exchanged for $43.00 in cash, without interest and less any applicable withholding taxes.

2. Includes 4,526 restricted stock units which, pursuant to the terms of the restricted stock unit agreement between RightNow and the reporting person, accelerated and became fully vested as of the closing of the merger.

3. The option is fully vested.

4. Pursuant to the Merger Agreement, each vested stock option was exchanged for $43.00 in cash less the per share exercise price, without interest.

5. Includes 2,000 stock options which, pursuant to the terms of the stock option agreement between RightNow and the reporting person, accelerated and became fully vested as of the closing of the merger.

	/s/ Joshua W. Burnim, Attorney in Fact for: Thomas W. Kendra	01/25/2012
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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