Rackspace (RXT) CEO awarded 200,000 RSUs as 8,059 shares withheld for taxes

Q: How many Rackspace (RXT) shares were withheld for taxes in this Form 4?

The filing shows 8,059 shares of Rackspace common stock were withheld to cover withholding tax obligations. These shares relate to the vesting of restricted stock units and were valued at $5.92 per share for this tax-withholding disposition.

Q: Is the Rackspace (RXT) CEO’s Form 4 transaction an open-market sale?

No, the Form 4 describes a tax-withholding disposition , not an open-market sale. 8,059 shares were withheld by Rackspace to satisfy tax liabilities triggered by RSU vesting, a transaction exempt under Rule 16b-3 rather than a discretionary stock sale.

Q: How many Rackspace (RXT) shares does the CEO hold after these transactions?

After the reported transactions, the CEO directly holds 4,191,941 shares of Rackspace common stock . This figure reflects his position following the 200,000 RSU grant and the 8,059 shares withheld to satisfy tax obligations tied to RSU vesting.

Q: How do the granted RSUs for Rackspace (RXT) CEO vest over time?

The 200,000 restricted stock units granted to the Rackspace CEO vest in quarterly installments over three years . Vesting is generally contingent on his continued employment, and each vested RSU entitles him to receive one share of common stock at settlement.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Rackspace Technology, Inc. Chief Executive Officer Kandiah Gajakarnan Vibushanan reported routine equity compensation activity. On April 3, 2026, he received a grant of 200,000 restricted stock units (RSUs), which vest in quarterly installments over three years, generally conditioned on continued employment. Each RSU represents one share of common stock at settlement.

On June 4, 2026, 8,059 shares of common stock were withheld by the company at $5.92 per share to satisfy tax liabilities arising from RSU vesting, a disposition classified as tax-withholding rather than an open-market sale. Following these transactions, he directly owned 4,191,941 shares of Rackspace common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Kandiah Gajakarnan Vibushanan

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	8,059	$5.92	$48K
Grant/Award	Common Stock	200,000	$0.00	--

Holdings After Transaction: Common Stock — 4,191,941 shares (Direct, null)

Footnotes (1)

Grant of restricted stock units ("RSUs") in a transaction exempt under Section 16b-3. RSUs vest in quarterly installments over three years, generally subject to the reporting person's continued employment. Each RSU represents the right to receive, at settlement, one share of common stock. 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.

Key Figures

RSU grant: 200,000 shares Tax-withheld shares: 8,059 shares Withholding price: $5.92 per share +2 more

5 metrics

RSU grant 200,000 shares Restricted stock units granted on April 3, 2026

Tax-withheld shares 8,059 shares Shares withheld for taxes on June 4, 2026

Withholding price $5.92 per share Value used for tax-withholding disposition

Shares after grant 4,200,000 shares Total common shares following April 3, 2026 RSU grant

Shares after withholding 4,191,941 shares Total common shares directly owned after June 4, 2026 withholding

Key Terms

restricted stock units ("RSUs"), Section 16b-3, Rule 16b-3

3 terms

restricted stock units ("RSUs") financial

"Grant of restricted stock units ("RSUs") in a transaction exempt under Section 16b-3."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Section 16b-3 regulatory

"Grant of restricted stock units ("RSUs") in a transaction exempt under Section 16b-3."

Rule 16b-3 regulatory

"vesting of restricted stock units in a transaction exempt under Rule 16b-3."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

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Form 4 Insider Transactions: What Each Field Means →

06/04/2026 - 09:37 PM

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
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^*

Kandiah Gajakarnan Vibushanan

(Last)

(First)

(Middle)

C/O RACKSPACE TECHNOLOGY, INC.

19122 US HWY 281 N, SUITE 127

(Street)

SAN ANTONIO

TEXAS

78258-7667

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/03/2026

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

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/03/2026		A		200,000⁽¹⁾	A	$0	4,200,000	D
Common Stock	06/04/2026		F⁽²⁾		8,059	D	$5.92	4,191,941	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Grant of restricted stock units ("RSUs") in a transaction exempt under Section 16b-3. RSUs vest in quarterly installments over three years, generally subject to the reporting person's continued employment. Each RSU represents the right to receive, at settlement, one share of common stock.

2. 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 Gajakarnan Vibushanan Kandiah	06/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Rackspace (RXT) CEO receive in this Form 4 filing?

Rackspace (RXT) CEO Kandiah Gajakarnan Vibushanan received a grant of 200,000 restricted stock units (RSUs). The RSUs vest in quarterly installments over three years, generally tied to his continued employment, and each RSU converts into one share of common stock at settlement.

How many Rackspace (RXT) shares were withheld for taxes in this Form 4?

The filing shows 8,059 shares of Rackspace common stock were withheld to cover withholding tax obligations. These shares relate to the vesting of restricted stock units and were valued at $5.92 per share for this tax-withholding disposition.

Is the Rackspace (RXT) CEO’s Form 4 transaction an open-market sale?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. 8,059 shares were withheld by Rackspace to satisfy tax liabilities triggered by RSU vesting, a transaction exempt under Rule 16b-3 rather than a discretionary stock sale.

How many Rackspace (RXT) shares does the CEO hold after these transactions?

After the reported transactions, the CEO directly holds 4,191,941 shares of Rackspace common stock. This figure reflects his position following the 200,000 RSU grant and the 8,059 shares withheld to satisfy tax obligations tied to RSU vesting.

How do the granted RSUs for Rackspace (RXT) CEO vest over time?

The 200,000 restricted stock units granted to the Rackspace CEO vest in quarterly installments over three years. Vesting is generally contingent on his continued employment, and each vested RSU entitles him to receive one share of common stock at settlement.