[Form 4] Rackspace Technology, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Rackspace Technology insider Dharmendra Kumar Sinha, EVP and President of Public Cloud, reported a non‑derivative disposition on 09/01/2025. The filing shows 55,917 shares of common stock were disposed of at an average price of $1.26 per share as shares were withheld to satisfy taxes on vested restricted stock units. After the withholding, the reporting person beneficially owned 2,660,046 shares directly.

This transaction is described as an exempt action under Rule 16b‑3 because it relates to tax withholding on RSU vesting, and it was reported by an authorized representative under power of attorney. The filing indicates routine compensation tax withholding rather than an open‑market sale.

Insights

Corporate Governance Expert

TL;DR: Routine tax withholding for vested RSUs; not a market sale and not materially informative on insider view.

The Form 4 discloses withholding of 55,917 shares to cover tax obligations tied to RSU vesting. Such withholdings are standard compensation administration and exempt under Rule 16b‑3, meaning they do not indicate an executed sale or change in executive intent. With 2.66 million shares remaining beneficially owned, the insider retains substantial alignment with shareholders. From a governance perspective, the disclosure demonstrates compliance with Section 16 reporting and use of a power of attorney for timely filing.

Securities Analyst

TL;DR: Transaction is administrative and unlikely to affect valuation; monitor only if pattern of market sales emerges.

The reported disposition of 55,917 shares at $1.26 reflects tax withholding on vested RSUs rather than an open‑market disposition, reducing the insider's share count to 2,660,046. The scale of shares withheld is small relative to total ownership and company float, so there is no immediate material impact on capital structure or liquidity. Investors should note the distinction between withholding and discretionary selling when interpreting insider activity.

SEC Form 4

FORM 4

UNITED 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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

SINHA DHARMENDRA KUMAR

(Last) (First) (Middle)

C/O RACKSPACE TECHNOLOGY, INC.

1718 DRY CREEK WAY, SUITE 115

(Street)

SAN ANTONIO TX 78259-1837

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rackspace Technology, Inc. [ RXT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, President, Public Cloud

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/01/2025		F(1)		55,917(1)	D	$1.26	2,660,046	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld by the Issuer to satisfy withholding tax liability incident to the vesting of restricted stock units in a transaction exempt under Rule 16b-3.

Remarks:

	/s/ Sarah Alexander, by power of attorney from Dharmendra Kumar Sinha	09/03/2025
	** Signature of Reporting Person	Date
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.

FAQ

What did Dharmendra Kumar Sinha report in the Form 4 for RXT?

The filing reports that 55,917 shares were withheld at $1.26 per share to satisfy taxes on vested restricted stock units, leaving 2,660,046 shares beneficially owned.

Was the transaction a market sale by the insider (RXT)?

No. The Form 4 states the shares were withheld to cover tax withholding for RSU vesting and are exempt under Rule 16b‑3, not an open‑market sale.

When did the reported transaction occur for RXT?

The transaction date reported is 09/01/2025.

What is the reporting person’s role at Rackspace Technology (RXT)?

The reporting person, Dharmendra Kumar Sinha, is listed as EVP, President, Public Cloud and an officer of the issuer.

Does this Form 4 indicate a change in control or major disposition for RXT?

No. The filing documents routine tax withholding on RSU vesting and does not indicate a change in control or a material disposition.