4//SEC Filing
Rapid7, Inc. 4
Accession 0000899243-15-001605
$RPDCIK 0001560327operating
Filed
Jul 23, 8:00 PM ET
Accepted
Jul 24, 4:21 PM ET
Size
26.7 KB
Accession
0000899243-15-001605
Insider Transaction Report
Form 4
Rapid7, Inc.RPD
BCIP VENTURE ASSOCIATES-B
Director10% Owner
Transactions
- Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying) - Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes)
BAIN CAPITAL INVESTORS LLC
Director10% Owner
Transactions
- Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes) - Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying) - Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes)
KRUPKA MICHAEL A
Director10% Owner
Transactions
- Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes) - Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes)
BAIN CAPITAL VENTURE INVESTORS, LLC
Director10% Owner
Transactions
- Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes) - Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes) - Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying)
Bain Capital Venture Fund 2007, L.P.
Director10% Owner
Transactions
- Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes) - Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes)
BCIP Venture Associates
Director10% Owner
Transactions
- Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes) - Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying)
Bain Capital Venture Partners 2007, L.P.
Director10% Owner
Transactions
- Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes) - Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes) - Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying)
Nye Benjamin
Director
Transactions
- Conversion
Common Stock
2015-07-22+6,240,004→ 6,767,837 total(indirect: See Footnotes) - Conversion
Series D Preferred Stock
2015-07-22−1,285,269→ 0 total(indirect: See Footnotes)→ Common Stock (1,285,269 underlying) - Award
Common Stock
2015-07-22+928,125→ 8,981,231 total(indirect: See Footnotes) - Conversion
Series A Preferred Stock
2015-07-22−6,240,004→ 0 total(indirect: See Footnotes)→ Common Stock (6,240,004 underlying) - Conversion
Common Stock
2015-07-22+1,285,269→ 8,053,106 total(indirect: See Footnotes)
Footnotes (7)
- [F1]Represents 5,454,520 shares of Series A Preferred Stock held by Bain Capital Venture Fund 2007, L.P. ("BCVF"), 775,777 shares of Series A Preferred Stock held by BCIP Venture Associates ("BCIPVA") and 9,707 shares of Series A Preferred Stock held by BCIP Venture Associates-B ("BCIPVB" and together with BCVF and BCIPVA, the "Bain Entities") that were automatically converted into the same number of shares of Common Stock upon the closing of the Issuer's initial public offering. The Series A Preferred Stock had no expiration date.
- [F2]Represents 1,123,487 shares of Series D Preferred Stock held by BCVF, 159,792 shares of Series D Preferred Stock held by BCIPVA and 1,990 shares of Series D Preferred Stock held by BCIPVB that were automatically converted into the same number of shares of Common Stock upon the closing of the Issuer's initial public offering. The Series D Preferred Stock had no expiration date.
- [F3]Represents 811,298 shares of Common Stock issued to BCVF, 115,390 shares of Common Stock issued to BCIPVA and 1,437 shares of Common Stock issued to BCIPVB upon the closing of the Issuer's initial public offering in connection with the conversion of shares of the Issuer's Series D Preferred Stock into Common Stock.
- [F4]Following the transactions described in footnotes 1 through 3 above, BCVF held 7,850,695 shares of Common Stock, BCIPVA held 1,116,581 shares of Common Stock and BCIPVB held 13,955 shares of Common Stock.
- [F5]Bain Capital Venture Investors, LLC ("BCVI") is the sole general partner of Bain Capital Venture Partners 2007, L.P. ("BCVP"), which is the sole general partner of BCVF. As a result, BCVI and BCVP may be deemed to share voting and dispositive power with respect to the securities held by BCVF. BCVI and BCVP disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- [F6]BCVI is the attorney-in-fact for Bain Capital Investors, LLC ("BCI"), which is the managing partner of each of BCIPVA and BCIPVB. As a result, BCVI and BCI may be deemed to share voting and dispositive power with respect to the securities held by BCIPVA and BCIPVB. BCVI and BCI disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- [F7]Voting and investment decisions with respect to the securities held by the Bain Entities are made by the Executive Committee of BCVI, which is comprised of Michael Krupka and Benjamin Nye. By virtue of these relationships, Messrs. Krupka and Nye may be deemed to share voting and dispositive power over the securities held by the Bain Entities. Messrs. Krupka and Nye both disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
Documents
Issuer
Rapid7, Inc.
CIK 0001560327
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001560327
Filing Metadata
- Form type
- 4
- Filed
- Jul 23, 8:00 PM ET
- Accepted
- Jul 24, 4:21 PM ET
- Size
- 26.7 KB