Marino Mark A. 4

4 · Rackspace Technology, Inc. · Filed Feb 23, 2026

AI-generated summary of this filing

Updated Feb 23, 2026

Rackspace (RXT) CFO Mark A. Marino Sells 234,683 Shares

What Happened

Mark A. Marino, Chief Financial Officer of Rackspace Technology, sold 234,683 shares of RXT common stock on February 23, 2026. The weighted average sale price reported was $1.63 per share, for total proceeds of approximately $382,533. This was a sale (not a purchase) and was executed as a "sell-to-cover" to satisfy tax withholding on vested restricted stock units.

Key Details

Transaction date: 2026-02-23
Transaction type/code: Sale (S) — open market/private sale; price = $1.63 (weighted average)
Shares sold: 234,683; Proceeds: ~$382,533
Shares owned after transaction: Not specified in the provided filing excerpt
Footnotes:
- F1: Sale was a "sell-to-cover" to satisfy tax withholding on vesting RSUs.
- F2: Executed under a Rule 10b5-1 durable sell-to-cover trading plan adopted 9/12/2023.
- F3: Executed in multiple trades; reported price is a weighted average; full trade-level details available on request.
Filing date vs. report date: Filed and reported on 2026-02-23 — no late-filing flag provided in the excerpt.

Context

A "sell-to-cover" is a routine transaction where shares are sold solely to cover tax withholding when RSUs vest; it does not necessarily reflect the insider's view of the company. Trades under a 10b5-1 plan are pre-scheduled and automated, further indicating the sale was procedural rather than discretionary. For retail investors, purchases can be more informative about insider sentiment than routine sell-to-cover transactions.

Form 4

Period: 2026-02-23

Chief Financial Officer

Transactions

Sale
Common Stock
[F1][F2][F3]
2026-02-23$1.63/sh−234,683$382,533→ 2,193,115 total

Footnotes (3)

[F1]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.
[F2]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.
[F3]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|2026-02-23

1 file