Form 4: Rapid7 Director Michael J. Berry Reports Significant Stock Transactions, Including RSU Grant and Family Trust Transfer

Rapid7, Inc. Director Michael J. Berry has reported the acquisition of restricted stock units and a transfer of common stock to a family trust, adjusting his beneficial ownership.

Summary

• Michael J. Berry, a Director of Rapid7, Inc. (RPD), reported changes in his beneficial ownership of the company's common stock.
• On June 11, 2025, Mr. Berry was granted 8,420 restricted stock units (RSUs) at a price of $0, which represent a contingent right to receive one share of common stock per unit.
• These RSUs are set to vest in full on the earlier of the Issuer's next annual meeting of stockholders after the grant date or the first anniversary of the grant date, contingent on Mr. Berry's continued service.
• Following the RSU grant, Mr. Berry's direct beneficial ownership was 13,594 shares of common stock.
• On June 13, 2025, Mr. Berry transferred 5,174 shares of RPD common stock to The Berry Family Trust for no consideration.
• After this transfer, his direct beneficial ownership decreased to 8,420 shares.
• Concurrently, his indirect beneficial ownership through The Berry Family Trust increased to 17,750 shares, as he remains a trustee and a sole beneficiary along with family members.
• The total beneficial ownership of Michael J. Berry, combining direct and indirect holdings, is 26,170 shares following these transactions.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. The RSU grant is a positive for the director and aligns interests, while the trust transfer is a neutral personal financial planning event that maintains beneficial ownership.

Positives

• The grant of 8,420 restricted stock units (RSUs) aligns the director's interests with long-term shareholder value, as vesting is tied to continued service and future company performance.
• The transfer of shares to The Berry Family Trust for no consideration indicates a strategic estate planning move, with the reporting person retaining beneficial ownership, suggesting continued commitment to the company.

Future Outlook

The 8,420 restricted stock units granted to Michael J. Berry are expected to vest in full on the earlier of Rapid7's next annual meeting of stockholders held after the grant date or the first anniversary of the grant date, subject to his continued service.

Management Comments

• The reporting person transferred 5,174 shares of RPD common stock to The Berry Family Trust for no consideration, with the reporting person being a trustee and he and his family members being the sole beneficiaries, thus remaining the beneficial owner of the securities held by the trust.

Industry Context

This Form 4 filing details routine insider stock transactions, including compensation-related grants and personal estate planning transfers, which are common disclosures for publicly traded companies and do not inherently reflect broader industry trends.

Stakeholder Impact

• Shareholders: The RSU grant aligns the director's long-term interests with shareholder value. The trust transfer has no direct impact on the company's outstanding shares or market dynamics.
• Employees: No direct impact on employees is indicated by this filing.

Next Steps

• The vesting of the 8,420 restricted stock units will occur on the earlier of Rapid7's next annual meeting of stockholders or June 11, 2026, provided Michael J. Berry continues his service with the Issuer.

Key Dates

Keywords

Rapid7, RPD, Form 4, Insider Transaction, Director Stock Ownership, Restricted Stock Units, RSU Grant, Family Trust, Beneficial Ownership, Corporate Governance