0001560327-22-000051.txt : 20220506 0001560327-22-000051.hdr.sgml : 20220506 20220505161842 ACCESSION NUMBER: 0001560327-22-000051 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220503 FILED AS OF DATE: 20220505 DATE AS OF CHANGE: 20220505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schodorf Thomas E CENTRAL INDEX KEY: 0001547258 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37496 FILM NUMBER: 22896591 MAIL ADDRESS: STREET 1: C/O SPLUNK INC STREET 2: 250 BRANNAN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rapid7, Inc. CENTRAL INDEX KEY: 0001560327 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 352423994 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 120 CAUSEWAY STREET CITY: BOSTON STATE: MA ZIP: 02114 BUSINESS PHONE: 617-247-1717 MAIL ADDRESS: STREET 1: 120 CAUSEWAY STREET CITY: BOSTON STATE: MA ZIP: 02114 FORMER COMPANY: FORMER CONFORMED NAME: Rapid7 Inc DATE OF NAME CHANGE: 20121015 4 1 wf-form4_165178189064490.xml FORM 4 X0306 4 2022-05-03 0 0001560327 Rapid7, Inc. RPD 0001547258 Schodorf Thomas E C/O RAPID7, INC. 120 CAUSEWAY STREET BOSTON MA 02114 1 0 0 0 COMMON STOCK 2022-05-03 4 M 0 40 12.86 A 5330 D COMMON STOCK 2022-05-03 4 S 0 40 96.84 D 5290 D COMMON STOCK 16020 I Family Trust Stock Option (Right to Buy) 12.86 2022-05-03 4 M 0 40 0 D 2026-07-15 COMMON STOCK 40.0 21544 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 10, 2021. Represents shares held by a family trust of which the Reporting Person's spouse and child are trustees. The Reporting Person's spouse and children are the sole beneficiaries of the trust and 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. Immediately exercisable. Exhibit List-Exhibit 24-Power of Attorney /s/ Raisa Litmanovich, Attorney-in-Fact 2022-05-05 EX-24 2 ex-24.htm POWER OF ATTORNEY - THOMAS SCHODORF

POWER OF ATTORNEY

(For Executing Form ID and Forms 3, 4 and 5)

    Know all by these presents, that the undersigned hereby constitutes and appoints each of Nicole Brookshire of Cooley LLP, Peter Kaes, Raisa Litmanovich and Kyra Ayo Caros of Rapid7, Inc. (the "Company"), signing individually, the undersigned's true and lawful attorneys-in fact and agents to:

    (1)    Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission (the "SEC") Form ID and Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules thereunder in the undersigned's capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of the Company;

    (2)    Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and

    (3)    Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion.

    The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

    This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Form ID or Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or Cooley LLP, as applicable.

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.


Date: April 6, 2022
                        By: /s/ Thomas E. Schodorf                                Name: Thomas E. Schodorf