Holly B. Windham - 01 Sep 2021 Form 4 Insider Report for Rackspace Technology, Inc. (RXT)

Role: EVP, Chief Legal & People Off
Signature: /s/ Stefanie Box, as attorney-in-fact
Issuer symbol: RXT
Transactions as of: 01 Sep 2021
Net transactions value: $0
Form type: 4
Filing time: 03 Sep 2021, 14:07:26 UTC
Previous filing: 23 Aug 2021
Next filing: 08 Sep 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RXT	Common Stock, par value $0.01	Award	$0	+90,000	+23%	$0.000000	489,663	01 Sep 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	RXT	Employee Stock Option (right to buy)	Award	$0	+399,996		$0.000000	399,996	01 Sep 2021	Common Stock, par value $0.01	399,996	$11.41	Direct	F2
transaction	RXT	Employee Stock Option (right to buy)	Award	$0	+240,000		$0.000000	240,000	01 Sep 2021	Common Stock, par value $0.01	240,000	$8.33	Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On November 13, 2018, the reporting person was granted 90,000 performance-based stock units (PSUs). The PSUs vest on the satisfaction of certain performance criteria as more particularly described in the Issuer's proxy statement filed on April 2, 2021 with the Securities and Exchange Commission, and satisfaction of such performance criteria is currently measured by whether the volume-weighted average price of the Issuer's common stock for the preceding 30-trading days meets certain target levels. Based on satisfaction of the performance criteria, on September 1, 2021, 51,300 PSUs vested. The remaining PSUs remain eligible for vesting, tested on each trading day, until the volume-weighted average price of the Issuer's common stock for the preceding 30-trading days meets certain target levels.
F2	On May 4, 2020, the reporting person was granted an option to purchase up to 399,996 shares of common stock. The option vests on the satisfaction of certain performance criteria as more particularly described in the Issuer's proxy statement filed on April 2, 2021 with the Securities and Exchange Commission, and satisfaction of such performance criteria is currently measured by whether the volume-weighted average price of the Issuer's common stock for the preceding 30-trading days meets certain target levels. Based on satisfaction of the performance criteria, on September 1, 2021, 227,997 performance-based options vested. The remaining performance-based options remain eligible for vesting, tested on each trading day, until the volume-weighted average price of the Issuer's common stock for the preceding 30-trading days meets certain target levels.
F3	On May 1, 2017, the reporting person was granted an option to purchase up to 240,000 shares of common stock. The option vests on the satisfaction of certain performance criteria as more particularly described in the Issuer's proxy statement filed on April 2, 2021 with the Securities and Exchange Commission, and satisfaction of such performance criteria is currently measured by whether the volume-weighted average price of the Issuer's common stock for the preceding 30-trading days meets certain target levels. Based on satisfaction of the performance criteria, on September 1, 2021, 136,800 performance-based options vested. The remaining performance-based options remain eligible for vesting, tested on each trading day, until the volume-weighted average price of the Issuer's common stock for the preceding 30-trading days meets certain target levels.