Rapid7, Inc. — Director's Dealing 2022

Dec 17, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Rapid7, Inc. (RPD)
CIK: 0001560327
Period of Report: 2022-12-14

Reporting Person: Thomas Corey E. (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-14	COMMON STOCK	M	41619	$5.05	Acquired	469693	Direct
2022-12-14	COMMON STOCK	S	8019	$37.3402	Disposed	461674	Direct
2022-12-14	COMMON STOCK	S	32773	$38.201	Disposed	428901	Direct
2022-12-14	COMMON STOCK	S	827	$38.7073	Disposed	428074	Direct
2022-12-15	COMMON STOCK	M	41619	$5.05	Acquired	469693	Direct
2022-12-15	COMMON STOCK	S	36054	$36.5842	Disposed	433639	Direct
2022-12-15	COMMON STOCK	S	5565	$37.2732	Disposed	428074	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-14	Stock Option (Right to Buy)	$5.05	M	41619	Disposed	2023-01-03	COMMON STOCK (41619.0)	Direct
2022-12-15	Stock Option (Right to Buy)	$5.05	M	41619	Disposed	2023-01-03	COMMON STOCK (41619.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON STOCK	218748	Indirect
COMMON STOCK	30000	Indirect

Footnotes

F1: The stock option exercises reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 17, 2022, as amended.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.68 to $37.67, 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.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.69 to $38.68, 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 $38.69 to $38.76, 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: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.18 to $37.165, 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.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.19 to $37.45, 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.

F7: Represents shares held by the Thomas Family Holdings LLC ("LLC"). The reporting person is the manager of LLC and has the power to vote and dispose of the shares held by LLC. The reporting person disclaims beneficial ownership of the shares owned by LLC except to the extent of his pecuniary interest therein.

F8: Represents shares held by the Corey E. Thomas Irrevocable Trust of 2016, which is administrated by an independent trustee, and is for the benefit of the reporting person's immediate and other family members. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

F9: Immediately exercisable.