JANA Partners Management, LP - Jun 11, 2025 Form 4 Insider Report for Rapid7, Inc. (RPD)

Signature
/s/ JANA Partners Management, LP, by Jennifer Fanjiang, Partner, Chief Legal Officer and Chief Compliance Officer
Stock symbol
RPD
Transactions as of
Jun 11, 2025
Transactions value $
$0
Form type
4
Date filed
6/13/2025, 04:10 PM
Previous filing
May 14, 2025
Next filing
Jul 24, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
JANA Partners Management, LP Director, Other* 888 SEVENTH AVENUE, 24TH FLOOR, NEW YORK /s/ JANA Partners Management, LP, by Jennifer Fanjiang, Partner, Chief Legal Officer and Chief Compliance Officer 2025-06-13 0001998597

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RPD Common Stock, par value $0.01 per share Award $0 +1.18K $0.00 $5.75M Jun 11, 2025 See footnotes F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This security represents restricted stock units granted under the Issuer's 2015 Equity Incentive Plan, as amended, as a grant to Kevin G. Galligan ("Mr. Galligan"), a Partner of JANA Partners Management, LP ("JANA" or the "Reporting Person"), in connection with his service on the Issuer's Board of Directors. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer.
F2 This restricted stock unit grant vests in full on the earlier of: (i) the date of the Issuer's next annual meeting of stockholders held after the date of the grant or (ii) the first anniversary of the date of grant, in each case subject to Mr. Galligan's continued service with the Issuer through the applicable vesting date.
F3 Mr. Galligan has assigned all rights to any shares issuable pursuant to the grant to the Reporting Person. Pursuant to the assignment, settlement of the award on vesting will be made to the Reporting Person.
F4 JANA 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. Barry Rosenstein, JANA, and the GP disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein, if any.

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 Galligan, a Partner of the Reporting Person, currently serves on the board of directors of the Issuer.