Rapid7, Inc. — Director's Dealing 2017

Jan 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Rapid7, Inc. (RPD)
CIK: 0001560327
Period of Report: 2017-01-09

Reporting Person: Kalowski Jeffrey (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-09	Common Stock	A	179140	$0.00	Acquired	179140	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-09	Employee Stock Option (Right to Buy)	$12.56	A	369366	Acquired	2027-01-09	Common Stock (369366)	Direct

Footnotes

F1: This security represents restricted stock units granted under the Issuer's 2015 Equity Incentive Plan, as amended, to the Reporting Person in connection with his appointment as Chief Financial Officer of the Issuer. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer.

F2: The restricted stock unit grant vests over four years with 25% of the shares underlying the restricted stock unit grant vesting on January 15, 2018, and 6.25% of the shares underlying the restricted stock unit grant vesting on the 15th day of each calendar quarter thereafter, subject to the Reporting Person's continued service with the Issuer.

F3: This option was granted under the Issuer's 2015 Equity Incentive Plan, as amended, to the Reporting Person in connection with his appointment as Chief Financial Officer of the Issuer.

F4: This option shall vest and become exercisable over four years with 25% of the shares underlying this option vesting on January 15, 2018, and 6.25% of the shares underlying this option vesting on the 15th day of each calendar quarter thereafter, subject to the Reporting Person's continued service with the Issuer.