Rackspace Technology, Inc.·4

Jun 4, 9:37 PM ET

Marino Mark A. 4

4 · Rackspace Technology, Inc. · Filed Jun 4, 2026

Research Summary

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Updated

Rackspace (RXT) CFO Mark Marino Receives RSU Award, Sells Shares

What Happened Mark A. Marino, Chief Financial Officer of Rackspace Technology, was granted 806,451 restricted stock units (RSUs) on 2026-04-03 (acquisition at $0). On 2026-06-04 he disposed of 48,099 shares in an open-market sell-to-cover transaction at a weighted average price of $5.56, generating proceeds of $267,430. The RSU grant vests quarterly over three years and each RSU represents the right to receive one share upon settlement.

Key Details

  • Grant: 806,451 RSUs on 2026-04-03 (grant exempt under Section 16b-3).
  • Sale: 48,099 shares sold on 2026-06-04 at a weighted average price of $5.56; proceeds reported $267,430.
  • Purpose of sale: Sell-to-cover to satisfy tax withholding obligations related to RSU vesting (per footnote).
  • Trading plan: Sale executed pursuant to a durable Rule 10b5-1 sell-to-cover instruction adopted Sept 12, 2023.
  • Execution note: Sale occurred in multiple trades; the filing reports a weighted average price and offers to provide trade-level details on request.
  • Filing: Form 4 filed 2026-06-04 reporting the 2026-04-03 grant and the 2026-06-04 sale. The report does not specify total shares beneficially owned after these transactions in the provided summary.

Context

  • RSUs are equity awards that convert to shares on settlement/vesting (here, quarterly over three years). The grant is an acquisition under an exempt transaction (Section 16b-3).
  • Sell-to-cover transactions executed under a pre-established 10b5-1 plan are common mechanisms to satisfy tax withholding and are different from discretionary open-market selling for liquidity or portfolio reasons.

Insider Transaction Report

Form 4
Period: 2026-04-03
Marino Mark A.
Chief Financial Officer
Transactions
  • Award

    Common Stock

    [F1]
    2026-04-03+806,4512,965,325 total
  • Sale

    Common Stock

    [F2][F3][F4]
    2026-06-04$5.56/sh48,099$267,4302,917,226 total
Footnotes (4)
  • [F1]Grant of restricted stock units ("RSUs") in a transaction exempt under Section 16b-3. RSUs vest in quarterly installments over three years, generally subject to the reporting person's continued employment. Each RSU represents the right to receive, at settlement, one share of common stock.
  • [F2]Reflects the number of shares of common stock that were sold in a "sell to cover" transaction for the sole purpose of satisfying tax withholding obligations in connection with the vesting of restricted stock units previously granted to the reporting person.
  • [F3]This transaction was made pursuant to a Rule 10b5-1 trading plan in the form of a durable sell-to-cover instruction adopted by the reporting person on September 12, 2023. The trading plan provides for the automatic sale of shares of common stock necessary to satisfy the reporting person's tax withholding obligations incurred in connection with the vesting or settlement of restricted stock units.
  • [F4]This transaction was executed in multiple trades. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC, the Issuer or a security holder of the Issuer.
Signature
/s/ Sarah Alexander, by power of attorney from Mark Marino|2026-06-04

Documents

1 file
  • 4
    wk-form4_1780623440.xmlPrimary

    FORM 4