JANA Partners Management, LP - Apr 22, 2025 Form 3 Insider Report for Rapid7, Inc. (RPD)

Role
Director, Other*
Signature
/s/ JANA Partners Management, LP, by Jennifer Fanjiang, Partner, Chief Legal Officer and Chief Compliance Officer
Stock symbol
RPD
Transactions as of
Apr 22, 2025
Transactions value $
$0
Form type
3
Date filed
4/24/2025, 06:50 PM
Previous filing
Oct 25, 2024
Next filing
Apr 28, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RPD Common Stock, par value $0.01 per share ("Common Stock") 5.73M Apr 22, 2025 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding RPD Notional Derivative Agreements (obligation to buy) Apr 22, 2025 Common Stock 2.69M See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 JANA Partners Management, LP ("JANA" or the "Reporting Person") is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. JANA Partners Management GP, LLC (the "GP") is the general partner of JANA. Barry Rosenstein is the Founder of the GP and JANA. JANA, the GP and Barry Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein, if any.
F2 JANA is a party to certain notional principal amount derivative agreements in the form of cash settled swaps with reference prices ranging from $35.59 to $38.35. The derivative agreements shall continue until terminated as elected by the parties and currently have a reference termination date of October 16, 2028.

Remarks:

The Reporting Person may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Kevin G. Galligan, a Partner of JANA, currently serves on the board of directors of the Issuer.