Rapid7, Inc. — Director's Dealing 2020

Feb 20, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Rapid7, Inc. (RPD)
CIK: 0001560327
Period of Report: 2020-02-15

Reporting Person: Weiner Lee David (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-15	COMMON STOCK	F	4019	$55.23	Disposed	168869	Direct
2020-02-18	COMMON STOCK	M	3750	$12.98	Acquired	172619	Direct
2020-02-18	COMMON STOCK	M	3750	$12.47	Acquired	176369	Direct
2020-02-18	COMMON STOCK	S	12644	$55.321	Disposed	163725	Direct
2020-02-18	COMMON STOCK	S	1094	$55.7345	Disposed	162631	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-18	Employee Stock Option (Right to Buy)	$12.98	M	3750	Disposed	2026-02-02	COMMON STOCK (3750.0)	Direct
2020-02-18	Employee Stock Option (Right to Buy)	$12.47	M	3750	Disposed	2027-01-31	COMMON STOCK (3750.0)	Direct

Footnotes

F1: Represents shares withheld by the Issuer to satisfy Mr. Weiner's tax withholding obligation upon the vesting of restricted stock units previously granted to Mr. Weiner on February 2, 2016, January 31, 2017, February 1, 2018 and January 31, 2019.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 9, 2019.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.67 to $55.64, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.68 to $55.81, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F5: Immediately exercisable.

F6: The shares underlying this option vest and become exercisable in 16 equal quarterly installments, with the first installment vesting on May 15, 2017, subject to the reporting person's continued service with the Issuer through each vesting date.