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Rapid7 chairman Thomas exercises 134,000 options

The issuer withheld 123,580 shares for the exercise price and related withholding taxes, with 10,420 shares issued.

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Form Type
4

Rhea-AI Filing Summary

Rapid7, Inc. Executive Chairman Corey E. Thomas exercised 134,000 non-qualified stock options on November 6, 2026, at $12.47 per share. The issuer withheld 123,580 shares to cover the exercise price and related withholding taxes, resulting in 10,420 shares issued; the reported option position afterward was 0 options. The report also lists 218,748 shares held by Thomas Family Holdings LLC and 30,000 shares held by the Corey E. Thomas Irrevocable Trust of 2016.

Insider Thomas Corey E.
Role Executive Chairman
Type Security Shares Price Value
Exercise Employee Stock Option (Right to Buy) F4 134,000 $0.00 $0.00
Exercise COMMON STOCK F1 134,000 $12.47 $1.67M
Exercise Price or Tax Liability COMMON STOCK F1 123,580 $14.68 $1.81M
Holding COMMON STOCK F2 -- -- --
Holding COMMON STOCK F3 -- -- --
Holdings After Transaction: Employee Stock Option (Right to Buy) — 0 options (Direct); COMMON STOCK — 653,694 shares (Direct); COMMON STOCK — 218,748 shares (Indirect, By Thomas Family Holdings LLC); COMMON STOCK — 30,000 shares (Indirect, By Trust)
Holdings Before and After: Employee Stock Option (Right to Buy), 134,000 to 0 options (Direct); COMMON STOCK, 643,274 to 653,694 shares (Direct)
Footnotes (4)
  1. F1. The Reporting Person exercised non-qualified stock options for 134,000 shares at an exercise price of $12.47 per share. The Issuer withheld 123,580 shares to cover the exercise price and related withholding taxes, resulting in 10,420 shares issued.
  2. F2. Represents shares held by the Thomas Family Holdings LLC ("LLC"). The reporting person is the manager of LLC and has the power to vote and dispose of the shares held by LLC. The reporting person disclaims beneficial ownership of the shares owned by LLC except to the extent of his pecuniary interest therein.
  3. F3. Represents shares held by the Corey E. Thomas Irrevocable Trust of 2016, which is administrated by an independent trustee, and is for the benefit of the reporting person's immediate and other family members. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  4. F4. This non-qualified stock option vested and became exercisable in sixteen equal quarterly installments on the 15th day of each calendar quarter beginning on May 15, 2017, subject to the Reporting Person's continued service with the Issuer.
Options exercised 134,000 options November 6, 2026
Exercise price $12.47 per share Non-qualified stock options exercised November 6, 2026
Shares withheld 123,580 shares Withheld for the exercise price and related withholding taxes on November 6, 2026
Shares issued 10,420 shares Result of the option exercise and share withholding
Option position after exercise 0 options Reported following the November 6, 2026 exercise
Shares held by Thomas Family Holdings LLC 218,748 shares Indirect holding reported November 6, 2026
Shares held by Corey E. Thomas Irrevocable Trust of 2016 30,000 shares Indirect holding reported November 6, 2026
non-qualified stock options financial
"exercised non-qualified stock options for 134,000 shares"
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
exercise price financial
"at an exercise price of $12.47 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
withholding taxes financial
"related withholding taxes"
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
pecuniary interest financial
"except to the extent of his pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RPD stock options did Corey E. Thomas exercise?

Corey E. Thomas exercised 134,000 non-qualified stock options on November 6, 2026, at an exercise price of $12.47 per share.

How many RPD shares were withheld from the option exercise?

The issuer withheld 123,580 shares to cover the exercise price and related withholding taxes; 10,420 shares were issued.

What were the vesting terms for Corey E. Thomas's RPD options?

The non-qualified stock option vested and became exercisable in 16 equal quarterly installments on the 15th day of each calendar quarter beginning May 15, 2017, subject to Thomas's continued service with Rapid7.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Thomas Corey E.

(Last)(First)(Middle)
C/O RAPID7, INC.
120 CAUSEWAY STREET

(Street)
BOSTON MASSACHUSETTS 02114

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Rapid7, Inc. [ RPD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
COMMON STOCK11/06/2026M(1)134,000A$12.47777,274D
COMMON STOCK11/06/2026F(1)123,580D$14.68653,694D
COMMON STOCK218,748IBy Thomas Family Holdings LLC(2)
COMMON STOCK30,000IBy Trust(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (Right to Buy)$12.4711/06/2026M134,000 (4)01/31/2027COMMON STOCK134,000$00D
Explanation of Responses:
1. The Reporting Person exercised non-qualified stock options for 134,000 shares at an exercise price of $12.47 per share. The Issuer withheld 123,580 shares to cover the exercise price and related withholding taxes, resulting in 10,420 shares issued.
2. Represents shares held by the Thomas Family Holdings LLC ("LLC"). The reporting person is the manager of LLC and has the power to vote and dispose of the shares held by LLC. The reporting person disclaims beneficial ownership of the shares owned by LLC except to the extent of his pecuniary interest therein.
3. Represents shares held by the Corey E. Thomas Irrevocable Trust of 2016, which is administrated by an independent trustee, and is for the benefit of the reporting person's immediate and other family members. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
4. This non-qualified stock option vested and became exercisable in sixteen equal quarterly installments on the 15th day of each calendar quarter beginning on May 15, 2017, subject to the Reporting Person's continued service with the Issuer.
Remarks:
/s/ Christopher Keenan, Attorney-in-Fact11/09/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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