SINHA DHARMENDRA KUMAR 4

What Happened
Dharmendra Kumar Sinha, EVP and President, Public Cloud at Rackspace Technology (RXT), sold 45,393 shares of common stock on March 2, 2026. The shares were disposed in an open-market/private sale with a reported weighted average price of $1.81 per share, producing proceeds of approximately $82,161. This was a sale (not a purchase) and reflects a routine sell-to-cover transaction to satisfy tax withholding obligations related to vested restricted stock units.

Key Details

• Transaction date: 2026-03-02. Reported weighted average price $1.81; execution prices ranged $1.75–$1.89 (multiple trades).
• Shares sold: 45,393; reported proceeds ≈ $82,161.
• Shares owned after transaction: not disclosed in this Form 4.
• Notable footnotes:
  • F1: Sale was a "sell-to-cover" to satisfy tax withholding on vested RSUs.
  • F2: Transaction was made pursuant to a Rule 10b5-1 durable sell-to-cover plan adopted Sept 14, 2023.
  • F3: Sale executed in multiple trades; weighted average shown; full trade-level details available on request to the SEC, issuer, or a security holder.
• Filing timeliness: Form 4 filed with the same report date (no late filing indicated).

Context
Sell-to-cover transactions are common when restricted stock units vest and do not necessarily signal the insider's view of the company; purchases generally carry more informational weight than routine tax-withholding sales. The use of a 10b5-1 plan means the sales were pre-authorized under a standing instruction, further indicating a routine process rather than ad hoc trading.