[Form 4] Rackspace Technology, Inc. Insider Trading Activity
Overview: This Form 4 reports an insider transaction by Kellie Teal-Guess, Chief Human Resources Officer of Rackspace Technology, Inc. (RXT). On 09/01/2025, 17,236 shares were withheld by the issuer to satisfy tax withholding obligations associated with the vesting of restricted stock units. The shares were treated as a disposition at an effective price of $1.26 per share. After the withholding, Ms. Teal-Guess beneficially owned 1,061,951 shares.
Compliance details: The filing indicates the transaction was exempt under Rule 16b-3 and the box for a Rule 10b5-1 plan is checked. The Form 4 was signed by Sarah Alexander by power of attorney for Kellie Teal-Guess on 09/03/2025.
- Transaction documented under Rule 16b-3, consistent with compensatory equity exemptions
- 10b5-1 plan box checked, indicating the transaction aligns with a pre-established trading plan and strengthens compliance defensibility
- Insider retains substantial ownership with 1,061,951 shares after withholding
- Beneficial ownership reduced by 17,236 shares due to tax-withholding disposition (reported at $1.26 per share)
Insights
TL;DR: Routine tax-withholding disposition of vested restricted stock units; compliant with Rule 16b-3 and documented under a 10b5-1 plan.
The reported disposal of 17,236 shares reflects shares withheld to cover withholding taxes upon RSU vesting, a common and typically non-material insider action. Treatment as exempt under Rule 16b-3 aligns with standard practice for compensatory equity plans and reduces the need for further short-swing profit concerns. The checked 10b5-1 box suggests the transaction fits within a pre-established plan or defense framework, improving compliance defensibility. Impact on investors is minimal given the modest scale relative to total beneficial ownership.
TL;DR: Transaction is administrative and compliance-focused, not a directional sale indicating change in insider view.
Withholding shares to satisfy tax obligations on RSU vesting is an administrative disposition and does not necessarily indicate a change in the insider's investment stance. The filing documents the exemption under Rule 16b-3, appropriate for compensatory equity transactions, and the use of a power of attorney to sign is standard. The remaining beneficial ownership of 1,061,951 shares maintains the insider's substantial stake. This disclosure provides transparency but is unlikely to be material to the company’s valuation.