1 unchanged sentence
Rule 10b5-1 Trading Arrangements
−Removed: Durable Sell to Cover 10b5-1 Trading Arrangements
−Removed: The officers (as defined in Rule 16a-1(f) of the Exchange Act) listed in the table below each adopted a Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c)(1) during the fiscal quarter ended September 30, 2023.
−Removed: The trading arrangements are in the form of durable sell-to-cover instructions and provide for sales of common stock necessary to satisfy such individual’s tax withholding obligations incurred in connection with the vesting or settlement of restricted stock units previously granted or that could in the future be granted by the company (whether vesting is based on the passage of time or the achievement of performance goals).
−Removed: The total number of shares of common stock that may be sold pursuant to the sell-to-cover instructions is not determinable and the sell-to-cover instructions will remain in place indefinitely unless revoked in writing.
−Removed: Amar Maletira
−Removed: Chief Executive Officer
−Removed: September 14, 2023
−Removed: Naushaza Molu
−Removed: Executive Vice President & Chief Financial Officer
−Removed: September 6, 2023
−Removed: Dharmendra Kumar Sinha
−Removed: President, Public Cloud
−Removed: September 14, 2023
−Removed: President, Private Cloud
−Removed: September 15, 2023
−Removed: Srinivas Koushik
−Removed: President, Technology & Sustainability
−Removed: September 12, 2023
−Removed: Kellie Teal-Guess
−Removed: Executive Vice President & Chief Human Resources Officer
−Removed: September 12, 2023
−Removed: Chief Accounting Officer
−Removed: September 12, 2023
−Removed: Casey Shilling
−Removed: Chief Marketing Officer
−Removed: September 18, 2023
−Removed: Naushaza Molu , Executive Vice President and Chief Financial Officer
−Removed: In addition, on September 8, 2023 , Mr.
−Removed: Molu adopted a Rule 10b5-1 trading arrangement providing for the sale of 50% of the net vested shares of common stock received in connection with the vesting of restricted stock units and performance units in 2024.
−Removed: The plan has an end date of March 29, 2024 .
+Added: During the fiscal quarter ended March 31, 2024, none of the company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (as each term is defined in Item 408 of Regulation S-K).
ITEM 6 – EXHIBITS
Exhibit Number Exhibit Description
−Removed: 10.1 Receivables Purchase Agreement, dated September 29, 2023, by and among Rackspace Receivables II LLC, the persons from time to time party thereto, PNC Bank, National Association, Rackspace US, Inc.
−Removed: and PNC Capital Markets LLC (in corporated by referen c e from E xh i bit 10.1 to Rackspace Technology , Inc .
−Removed: ’ s Form 8-K, filed on Oc tober 4, 2023)
+Added: 4.1 Indenture, dated March 12, 2024, among Rackspace Finance, LLC, the guarantors party thereto from time to time and Computershare Trust Company, N.A., as trustee (incorporated by reference from Exhibit 4.1 to Rackspace Technology, Inc.’s Form 8-K filed on March 12, 2024)
+Added: 10.1 First Lien Credit Agreement, dated March 12, 2024, among Rackspace Finance Holdings, LLC, Rackspace Finance, LLC, the lenders and issuing banks party thereto and Citibank, N.A., as administrative agent and Citibank, N.A., acting through its agency & trust business, as collateral agent (incorporated by reference from Exhibit 10.1 to Rackspace Technology, Inc.’s Form 8-K, filed on March 12, 2024)
+Added: 10.2 Incremental Assumption and Amendment Agreement No.
+Added: 1, dated March 12, 2024, among Rackspace Finance Holdings, LLC, Rackspace Finance, LLC, the subsidiary loan parties party thereto, the lenders party thereto and Citibank, N.A., as administrative agent (incorporated by reference from Exhibit 10.2 to Rackspace Technology, Inc.’s Form 8-K filed on March 12, 2024)
+Added: 10.3 Receivables Purchase Agreement, dated as of September 29, 2023, as amended on February 12, 2024, by and among Rackspace Receivables II LLC, Rackspace Receivables Canada Limited, the persons from time to time party thereto as purchasers, PNC Bank, National Association, Rackspace US, Inc., Rackspace International GmbH, Rackspace Limited and Onica Technologies Canada Inc.
+Added: and PNC Capital Markets LLC as structuring agent (incorporated by reference from Exhibit 10.17 to Rackspace Technology, Inc.’s Form 10-K filed on March 15, 2024)
+Added: 10.4 Separation Agreement and Release between Rackspace US, Inc.
+Added: and Naushaza Molu, dated January 19, 2024 (incorporated by reference from Exhibit 10.
+Added: 28 to Rackspace Technology, Inc.’s Form 10-K filed on March 15, 2024)
+Added: 10.5 Amended and Restated Employment Agreement between Rackspace US, Inc.
+Added: and Mark Marino, effective January 12, 2024 (incorporated by reference from Exhibit 10.1 to Rackspace Technology, Inc.’s Form 8-K, filed on January 12, 2024)
+Added: Employment Agreement between Rackspace US, Inc.
+Added: and Brian Lillie, effective January 16, 2023.
+Added: Employment Agreement between Rackspace US, Inc.
+Added: and Dharmendra Kumar (“DK”) Sinha, effective July 13, 2022.
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
2 unchanged sentences
32.2 ** Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: 101.INS* Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
−Removed: 101.SCH* Inline XBRL Taxonomy Extension Schema Document
−Removed: 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: 101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document
−Removed: 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document
−Removed: 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document
+Added: Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
+Added: Inline XBRL Taxonomy Extension Schema Document
+Added: Inline XBRL Taxonomy Extension Calculation Linkbase Document
+Added: Inline XBRL Taxonomy Extension Definition Linkbase Document
+Added: Inline XBRL Taxonomy Extension Label Linkbase Document
+Added: Inline XBRL Taxonomy Extension Presentation Linkbase Document
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
1 unchanged sentence
** Furnished herewith.
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
+Added: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
RACKSPACE TECHNOLOGY, INC.
−Removed: November 9, 2023 By:
−Removed: /s/ Naushaza “Bobby” Molu
−Removed: Naushaza “Bobby” Molu
−Removed: Executive Vice President and Chief Financial Officer
−Removed: (Principal Financial Officer)
+Added: May 15, 2024 By:
+Added: /s/ Mark Marino
+Added: Chief Financial Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.