RPD / Rapid7, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Rapid7, Inc.
US ˙ NasdaqGM ˙ US7534221046

Mga Batayang Estadistika
LEI 549300GNVG5D60KEYN14
CIK 1560327
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Rapid7, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 8, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 8, 2025 EX-10.5

Rapid7, Inc. Non-Employee Director Compensation Policy

RAPID7, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY July 23, 2025 (with effect from June 11, 2025) Rapid7, Inc. (the “Company”) believes that the granting of equity and cash compensation to members of its Board of Directors (the “Board,” and members of the Board, “Directors”) represents an important tool to attract, retain and reward Directors who are not employees of the Company (each, a “Non-

August 7, 2025 EX-10.1

Letter Agreement, dated as of August 6, 2025, by and between Rapid7, Inc. and Tim Adams.

August 6, 2025 Dear Tim: This letter (the “Letter Agreement”) confirms the agreement between you and Rapid7, Inc.

August 7, 2025 EX-99.1

Three Months Ended June 30,

Exhibit 99.1 Rapid7 Announces Second Quarter 2025 Financial Results •Annualized recurring revenue (“ARR”) of $841 million, an increase of 3% year-over-year •Total revenue of $214 million, up 3% year-over-year; Product subscriptions revenue of $208 million, up 4% year-over-year •GAAP operating income of $3.5 million; Non-GAAP operating income of $36 million •Net cash provided by operating activitie

August 7, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Rapid7, Inc. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

June 25, 2025 EX-10.1

Credit Agreement, dated June 25, 2025, among the Company, Rapid7 LLC, a Delaware limited liability company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

Exhibit 10.1 CREDIT AGREEMENT among RAPID7, INC. and RAPID7 LLC, as Borrowers The Several Lenders from Time to Time Parties Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of June 25, 2025 JPMORGAN CHASE BANK, N.A., First-Citizens Bank & Trust Company, MUFG Bank, Ltd. and Wells Fargo Bank, N.A., as Joint Lead Arrangers and Bookrunners and BANK OF AMERICA, N.A. and GOLDMAN S

June 25, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 Rapid7, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

June 13, 2025 8-K

Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 12, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 12, 2025 EX-99.1

Second Quarter 2025

Exhibit 99.1 Rapid7 Announces First Quarter 2025 Financial Results •Annualized recurring revenue (“ARR”) of $837 million, an increase of 4% year-over-year •Total revenue of $210 million, up 3% year-over-year; Product subscriptions revenue of $204 million, up 4% year-over-year •GAAP operating loss of $0.1 million; Non-GAAP operating income of $32 million •Net cash provided by operating activities o

May 12, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

April 24, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )         Filed by the Registrant ☒     Filed by a Party other than the Registrant  ☐         Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Onl

April 24, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A  Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A  Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )         Filed by the Registrant ☒     Filed by a Party other than the Registrant  ☐         Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru

April 21, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 202

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2025 (March 21, 2025) Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdict

April 21, 2025 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2025 (March 21, 2025) Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of i

April 14, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

March 24, 2025 EX-99.1

Rapid7 Appoints Three New Board Members Company Enters into Cooperation Agreement with JANA Partners

Exhibit 99.1 Rapid7 Appoints Three New Board Members Company Enters into Cooperation Agreement with JANA Partners BOSTON, MA — March 24, 2025 – Rapid7, Inc. (NASDAQ: RPD), a leader in extended risk and threat detection, today announced that it will appoint three new members to its Board of Directors: Wael Mohamed, Mike Burns and Kevin Galligan. These appointments will expand Rapid7’s Board to comp

March 24, 2025 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2025 (March 21, 2025) Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commi

March 24, 2025 EX-10.1

among the Company, Rapid7 LLC, a Delaware limited liability company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent

Execution Version Exhibit 10.1 COOPERATION AGREEMENT This cooperation agreement, dated March 21, 2025 (this “Agreement”), is by and between JANA Partners Management, LP, a Delaware limited liability company (together with its controlled Affiliates and controlled Associates, “JANA”), and Rapid7, Inc., a Delaware corporation (the “Company”). The Company and JANA are each herein referred to as a “par

March 24, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2025 (March 21, 2025) R

DEFA14A 1 d920173ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2025 (March 21, 2025) Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other

February 28, 2025 EX-FILING FEES

Filing Fee Table (filed herewith).

Exhibit 107.1 Calculation of Filing Fee Table FORM S-8 (Form Type) Rapid7, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.01 par value per share,

February 28, 2025 EX-10.10

Letter Agreement, dated as of February 17, 2025, by and between Rapid7, Inc. and Christina Luconi.

Exhibit 10.10 February 17, 2025 Dear Christina: This letter (the “Letter Agreement”) confirms the agreement between you and Rapid7, Inc. (the “Company”) regarding the transition of your duties and responsibilities on behalf of the Company. 1.Termination Date, Last Day in Role, and Transition Services. You will remain employed with the Company until the date your successor assumes the role of Chief

February 28, 2025 EX-19.1

Amended and Restated Insider Trading and Trading Window Policy.

Exhibit 19.1 Rapid7, Inc. Amended and Restated Insider Trading and Trading Window Policy (Updated February 2021) Because the stock of Rapid7, Inc. (“Rapid7” or the “Company”) publicly traded, you must comply with the provisions of federal and state securities laws and with our policies. During the course of your relationship with Rapid7, you will learn information about us that is not publicly kno

February 28, 2025 EX-10.6

Amendment No. 1 to the Rapid7, Inc. 2015 Equity Incentive Plan, as amended.

Exhibit 10.6 AMENDMENT NO. 1 RAPID7, INC. 2015 EQUITY INCENTIVE PLAN 1.This Amendment No. 1 (this “Amendment”) of the Rapid7, Inc. 2015 Equity Incentive Plan (as amended from time to time, the “Equity Plan”) of Rapid7, Inc., a Delaware corporation (the “Company”) dated as of January 28, 2025, amends the Equity Plan, and is made pursuant to Section 2 of the Equity Plan. 2.Unless otherwise expressly

February 28, 2025 EX-21.1

List of subsidiaries of Rapid7, Inc.

Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. IntSights Cyber Intelligence Ltd. Israel Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Czech Republic s.r.o. Czech Republic Rapid7 Germany GmbH Germany Rapid7 France SAS France Rapid7 International Group Limited United Kingdom Rapid7 International Holdings Limited United Kingdom Rapid7 International Limited United Kingdom Ra

February 28, 2025 S-8

As filed with the Securities and Exchange Commission on February 28, 2025

As filed with the Securities and Exchange Commission on February 28, 2025 Registration No.

February 28, 2025 EX-99.2

Amendment No. 1 Rapid7, Inc. 2015 Equity Incentive Plan (filed herewith)

Exhibit 99.2 AMENDMENT NO. 1 RAPID7, INC. 2015 EQUITY INCENTIVE PLAN 1.This Amendment No. 1 (this “Amendment”) of the Rapid7, Inc. 2015 Equity Incentive Plan (as amended from time to time, the “Equity Plan”) of Rapid7, Inc., a Delaware corporation (the “Company”) dated as of January 28, 2025, amends the Equity Plan, and is made pursuant to Section 2 of the Equity Plan. 2.Unless otherwise expressly

February 28, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 12, 2025 EX-99.1

First Quarter 2025

Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2024 Financial Results •Annualized recurring revenue (“ARR”) of $840 million, an increase of 4% year-over-year •Full-year revenue of $844 million, up 9% year-over-year; Product subscriptions revenue of $809 million, up 9% year-over-year •Full-year GAAP operating income of $35 million; Full-year non-GAAP operating income of $164 million •Fu

February 12, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

February 5, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2025 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

November 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

November 6, 2024 EX-99.1

RAPID7, INC. Condensed Consolidated Balance Sheets (Unaudited) (in thousands)

Exhibit 99.1 Rapid7 Announces Third Quarter 2024 Financial Results •Annualized recurring revenue (“ARR”) of $823 million, an increase of 6% year-over-year •Total revenue of $215 million, up 8% year-over-year; Product subscriptions revenue of $206 million, up 8% year-over-year •GAAP operating income of $14 million; non-GAAP operating income of $44 million •Net cash provided by operating activities

November 6, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

September 27, 2024 EX-99.1

Joint Filing Agreement, dated September 27, 2024 PURSUANT TO RULE 13d-1(k)

EX-99.1 2 p24-2854exhibit99.htm JOINT FILING AGREEMENT Exhibit 99.1 Joint Filing Agreement, dated September 27, 2024 PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf of each of the undersigned without t

September 27, 2024 SC 13D

RPD / Rapid7, Inc. / JANA Partners Management, LP - RAPID7, INC. Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No.) Rapid7, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 753422104 (CUSIP Number) Eleazer Klein, Es

August 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 6, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

August 6, 2024 EX-99.1

RAPID7, INC. Condensed Consolidated Balance Sheets (Unaudited) (in thousands)

Exhibit 99.1 Rapid7 Announces Second Quarter 2024 Financial Results •Annualized recurring revenue (“ARR”) of $816 million, an increase of 9% year-over-year •Total revenue of $208 million, up 9% year-over-year; Product subscriptions revenue of $200 million, up 10% year-over-year •GAAP operating income of $7 million; non-GAAP operating income of $39 million •Net cash provided by operating activities

July 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 Rapid7, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

July 9, 2024 EX-99.1

Rapid7 Promotes Key Sales Leaders to Advance Customer Engagement and Simplify the Go To Customer Model

Exhibit 99.1 Rapid7 Promotes Key Sales Leaders to Advance Customer Engagement and Simplify the Go To Customer Model BOSTON, July 9, 2024 - Rapid7, Inc. (Nasdaq: RPD), a leader in extended risk and threat detection, today announced the promotion of three long-tenured sales leaders to General Manager within a new regional model designed to enhance customer engagement, drive stronger customer expansi

June 17, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

June 5, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2024 Rapid7, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 21, 2024 EX-99

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EX-99 2 p24-1908exhibit99.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing add

May 21, 2024 SC 13G

RPD / Rapid7, Inc. / Point72 Asset Management, L.P. - RAPID7, INC. Passive Investment

SC 13G 1 p24-1908sc13g.htm RAPID7, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rapid7, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 753422104 (CUSIP Number) May 20, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

May 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 7, 2024 EX-99.1

Second Quarter 2024

Exhibit 99.1 Rapid7 Announces First Quarter 2024 Financial Results •Annualized recurring revenue (“ARR”) of $807 million, an increase of 11% year-over-year •Total revenue of $205 million, up 12% year-over-year; Product subscriptions revenue of $197 million, up 13% year-over-year •GAAP operating income of $11 million; Non-GAAP operating income of $40 million •Net cash provided by operating activiti

May 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

April 19, 2024 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 19, 2024 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 26, 2024 EX-97

Compensation Recoupment Policy, dated as of October 19, 2023

Exhibit 97 RAPID7, INC. COMPENSATION RECOUPMENT POLICY This Rapid7, Inc. Compensation Recoupment Policy (the “Policy”) has been adopted by the Compensation Committee of the Board of Directors (the “Board”) of Rapid7, Inc. (the “Company”) on October 19, 2023. This Policy provides for the recoupment of certain executive compensation in the event of an accounting restatement resulting from material n

February 26, 2024 EX-21.1

List of subsidiaries of Rapid7, Inc.

Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. IntSights Cyber Intelligence B.V. Netherlands IntSights Cyber Intelligence Ltd. Israel Minerva Labs, Inc. United States Minerva Labs Ltd. Israel Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Czech Republic s.r.o. Czech Republic Rapid7 Germany GmbH Germany Rapid7 France SAS France Rapid7 International Group Limited United Kin

February 26, 2024 EX-4.4

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

Exhibit 4.4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of the securities of Rapid7, Inc. (the “Company”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended. This description also summarizes relevant provisions of Delaware law. The f

February 26, 2024 EX-10.34

Form of Performance Stock Unit Agreement under the Rapid7 2015 Equity Incentive Plan

Exhibit 10.34 Rapid7, Inc. Performance-based Restricted Stock Unit Grant Notice (2015 Equity Incentive Plan) Rapid7, Inc. (the “Company”), pursuant to Section 6(c) of the Company’s 2015 Equity Incentive Plan (the “Plan”), hereby awards to Participant a Performance-based Restricted Stock Unit (“Performance Stock Units” or “PSUs”) Award for the target number of shares of the Company’s Common Stock s

February 26, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 26, 2024 EX-FILING FEES

Filing Fee Table (filed herewith).

Exhibit 107 Calculation of Filing Fee Table FORM S-8 (Form Type) Rapid7, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Title of Securities to be Registered Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) (3) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee (2) Equity Common Stock,

February 26, 2024 S-8

As filed with the Securities and Exchange Commission on February 26, 2024

As filed with the Securities and Exchange Commission on February 26, 2024 Registration No.

February 14, 2024 SC 13G/A

RPD / Rapid7, Inc. / Point72 Asset Management, L.P. - RAPID7, INC. Passive Investment

SC 13G/A 1 p24-0635sc13ga.htm RAPID7, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Rapid7, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 753422104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

February 13, 2024 SC 13G/A

RPD / Rapid7, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01782-rapid7inc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Rapid7 Inc Title of Class of Securities: Common Stock CUSIP Number: 753422104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule purs

February 7, 2024 EX-99.1

First Quarter 2024

Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2023 Financial Results •Annualized recurring revenue (“ARR”) of $806 million, an increase of 13% year-over-year •Full-year revenue of $778 million, up 14% year-over-year; Products revenue of $740 million, up 14% year-over-year •Full-year GAAP operating loss of $81 million; Full-year non-GAAP operating income of $102 million •Full-year net

February 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

January 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2024 Rapid7, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2024 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numbe

November 6, 2023 EX-10.4

Severance and Equity Award Vesting Acceleration Agreement, dated as of August 8, 2023, by and between Rapid7, Inc. and Christina Luconi

Exhibit 10.4 RAPID7, INC. August 8, 2023 Re: Severance and Equity Award Vesting Acceleration Dear Ms. Luconi: We are pleased to inform you that the Compensation Committee of the Board of Directors of Rapid7, Inc. (the “Company”) has approved severance and vesting acceleration terms for you, which are described in this letter agreement (the “Agreement”). This Agreement shall supersede and replace t

November 6, 2023 EX-10.3

Severance and Equity Award Vesting Acceleration Agreement, dated as of August 30, 2023, by and between Rapid7, Inc. and Tim Adams

Exhibit 10.3 RAPID7, INC. August 30, 2023 Re: Severance and Equity Award Vesting Acceleration Dear Mr. Adams: We are pleased to inform you that the Compensation Committee of the Board of Directors of Rapid7, Inc. (the “Company”) has approved severance and vesting acceleration terms for you, which are described in this letter agreement (the “Agreement”). This Agreement shall supersede and replace t

November 6, 2023 EX-10.1

Third Amendment to Employment Agreement, dated as of August 7, 2023, by and between Rapid7, Inc. and Corey Thomas

Exhibit 10.1 THIRD AMENDMENT TO EMPLOYMENT AGREEMENT This Third Amendment to Employment Agreement (this “Amendment”) is made and entered into as of August 7, 2023, by and between Rapid7, Inc., a Delaware corporation (the “Company”) and Corey Thomas (“Employee”). A. The Company and Employee are parties to that certain Employment Agreement, dated as of January 3, 2013, as amended by letter agreement

November 6, 2023 EX-10.2

Severance and Equity Award Vesting Acceleration Agreement, dated as of August 8, 2023, by and between Rapid7, Inc. and Andrew Burton

Exhibit 10.2 RAPID7, INC. August 8, 2023 Re: Severance and Equity Award Vesting Acceleration Dear Mr. Burton: We are pleased to inform you that the Compensation Committee of the Board of Directors of Rapid7, Inc. (the “Company”) has approved severance and vesting acceleration terms for you, which are described in this letter agreement (the “Agreement”). This Agreement shall supersede and replace t

November 6, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

November 1, 2023 EX-99.1

Fourth Quarter 2023

Exhibit 99.1 Rapid7 Announces Third Quarter 2023 Financial Results •Annualized recurring revenue (“ARR”) of $777 million, an increase of 14% year-over-year •Total revenue of $199 million, up 13% year-over-year; Products revenue of $190 million, up 14% year-over-year •GAAP operating loss of $16 million; Non-GAAP operating income of $37 million Boston, MA – November 1, 2023 – Rapid7, Inc. (Nasdaq: R

November 1, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

October 10, 2023 EX-99.1

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EX-99.1 2 p23-2569exhibit99.htm JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K) EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without

October 10, 2023 SC 13G

RPD / Rapid7 Inc / Point72 Asset Management, L.P. - RAPID7, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rapid7, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 753422104 (CUSIP Number) September 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

September 18, 2023 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Nu

September 8, 2023 EX-10.2

Form of Confirmation for Capped Call Transactions.

Exhibit 10.2 September [ ], 2023 From: [Dealer] [ ] [ ] [ ] To: [Issuer] [ ] [ ] Re: [Base]1 [Additional]2 Call Option Transaction The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Transaction”) between [Dealer] (“Dealer”) and [Issuer], a [ ] (“Counterparty”). Thi

September 8, 2023 EX-99.2

Rapid7 Announces Upsized Pricing of $260 Million Convertible Senior Notes Offering

Exhibit 99.2 Rapid7 Announces Upsized Pricing of $260 Million Convertible Senior Notes Offering BOSTON, MA, September 6, 2023 – Rapid7, Inc. (“Rapid7”) (Nasdaq: RPD) today announced the pricing of $260.0 million aggregate principal amount of 1.25% convertible senior notes due 2029 (the “notes”) in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to R

September 8, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 Rapid7, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

September 8, 2023 EX-99.1

Rapid7 Announces Proposed Private Offering of $250 Million of Convertible Senior Notes

Exhibit 99.1 Rapid7 Announces Proposed Private Offering of $250 Million of Convertible Senior Notes BOSTON, MA, September 5, 2023 – Rapid7, Inc. (“Rapid7”) (Nasdaq: RPD) today announced that it intends to offer, subject to market conditions and other factors, $250 million aggregate principal amount of convertible senior notes due 2029 (the “notes”) in a private placement to persons reasonably beli

September 8, 2023 EX-10.1

Purchase Agreement, dated September 5, 2023, by and between Rapid7, Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC.

Exhibit 10.1 $260,000,000 RAPID7, INC. 1.25% CONVERTIBLE SENIOR NOTES DUE 2029 PURCHASE AGREEMENT September 5, 2023 GOLDMAN SACHS & CO. LLC J.P. MORGAN SECURITIES LLC As Representatives of the several Initial Purchasers named in Schedule I attached hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o J.P. Morgan Securities LLC 383 Madison Ave New York, New York 10017 Lad

September 8, 2023 EX-4.1

Indenture, dated as of September 8, 2023, by and between Rapid7, Inc. and U.S. Bank Trust Company. National Association, as Trustee

Exhibit 4.1 Execution Version RAPID7, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of September 8, 2023 1.25% Convertible Senior Notes due 2029 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 5 Section 1.02. References to Interest 19 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation

August 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 8, 2023 EX-99.1

Third Quarter 2023

Exhibit 99.1 Rapid7 Announces Second Quarter 2023 Financial Results •Annualized recurring revenue (“ARR”) of $751 million, an increase of 14% year-over-year •Total revenue of $190 million, up 14% year-over-year; Products revenue of $182 million, up 14% year-over-year •GAAP operating loss of $52 million; Non-GAAP operating income of $13 million •GAAP operating cash flow of $31 million; Free cash fl

August 8, 2023 8-K

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

June 12, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2023 Rapid7, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 9, 2023 EX-99.1

Second Quarter 2023

Exhibit 99.1 Rapid7 Announces First Quarter 2023 Financial Results •Annualized recurring revenue (“ARR”) of $728 million, an increase of 16% year-over-year •Total revenue of $183 million, up 16% year-over-year; Products revenue of $174 million, up 17% year-over-year •GAAP operating loss of $24 million; Non-GAAP operating income of $11 million •Surpassed 11,000 customers globally while growing tota

May 9, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

April 20, 2023 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 20, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 24, 2023 EX-FILING FEES

Filing Fee Table (filed herewith).

Exhibit 107 Calculation of Filing Fee Table FORM S-8 (Form Type) Rapid7, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Title of Securities to be Registered Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) (3) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee (2) Equity Common Stock,

February 24, 2023 EX-21.1

List of subsidiaries of Rapid7, Inc.

Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. IntSights Cyber Intelligence B.V. Netherlands IntSights Cyber Intelligence Ltd. Israel Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Germany GmbH Germany Rapid7 France SAS France Rapid7 International Group Limited United Kingdom Rapid7 International Holdings Limited United Kingdom Rapid7 International Limited United Kingdom

February 24, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 24, 2023 S-8

As filed with the Securities and Exchange Commission on February 24, 2023

As filed with the Securities and Exchange Commission on February 24, 2023 Registration No.

February 8, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2023 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

February 8, 2023 EX-99.1

First Quarter 2023

Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2022 Financial Results •Annualized recurring revenue (ARR) of $714 million, an increase of 19% year-over-year •Full-year revenue of $685 million, up 28% year-over-year; Products revenue of $648 million, up 29% year-over-year •Full-year net cash provided by operating activities of $78 million; Free cash flow of $41 million •Total ARR per cu

February 6, 2023 SC 13G/A

RPD / Rapid7 Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Rapid7, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 753422104 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

January 10, 2023 SC 13G/A

RPD / Rapid7 Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0005-rapid7inc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Rapid7 Inc. Title of Class of Securities: Common Stock CUSIP Number: 753422104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule purs

November 15, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2022 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

November 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

November 2, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2022 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

November 2, 2022 EX-99.1

Fourth Quarter 2022

Exhibit 99.1 Rapid7 Announces Third Quarter 2022 Financial Results ?Annualized recurring revenue (ARR) of $684 million, an increase of 24% year-over-year ?Total revenue of $176 million, up 26% year-over-year; Products revenue of $166 million, up 27% year-over-year ?GAAP operating loss of $23 million; Non-GAAP operating income of $13 million ?Total ARR per customer growth of 14% year-over-year Bost

August 4, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 3, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

August 3, 2022 EX-99.1

Third Quarter 2022

Exhibit 99.1 Rapid7 Announces Second Quarter 2022 Financial Results ?Annualized recurring revenue (ARR) of $658 million, an increase of 35% year-over-year ?Total revenue of $167 million, up 32% year-over-year; Products revenue of $159 million, up 34% year-over-year ?Total ARR per customer growth of 18% year-over-year ?Total customer growth of 14% year-over-year Boston, MA ? August 3, 2022 ? Rapid7

June 13, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2022 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 5, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 5, 2022 EX-24

EX-24

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.

May 4, 2022 EX-99.1

Second Quarter 2022

Exhibit 99.1 Rapid7 Announces First Quarter 2022 Financial Results ?Annualized recurring revenue (ARR) of $627 million, an increase of 38% year-over-year ?Total revenue of $157 million, up 34% year-over-year; Products revenue of $149 million, up 36% year-over-year ?Total customer growth of 16% year-over-year ?Total ARR per customer growth of 18% year-over-year Boston, MA ? May 4, 2022 ? Rapid7, In

May 4, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2022 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

April 21, 2022 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 21, 2022 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 24, 2022 S-8

As filed with the Securities and Exchange Commission on February 24, 2022

As filed with the Securities and Exchange Commission on February 24, 2022 Registration No.

February 24, 2022 EX-21.1

List of subsidiaries of Rapid7, Inc.

Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. IntSights Cyber Intelligence Inc. Delaware IntSights Cyber Intelligence B.V. Netherlands IntSights Cyber Intelligence Ltd. Israel IntSights Cyber Intelligence Pty Ltd. Singapore IntSights Federal Solutions Inc. Delaware Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Germany GmbH Germany Rapid7 France SAS France Rapid7 Interna

February 24, 2022 EX-FILING FEES

Filing Fee Table (filed herewith).

EX-FILING FEES 2 exhibit107.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table FORM S-8 (Form Type) Rapid7, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Title of Securities to be Registered Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price(2) Fee Rate Amount of Reg

February 24, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 24, 2022 EX-10.9

Second Amendment Agreement, dated as of December 22, 2021, by and among Rapid7, Inc., Rapid7 LLC, KeyBank National Association, and the lenders party thereto.

Exhibit 10.9 SECOND AMENDMENT AGREEMENT This SECOND AMENDMENT AGREEMENT (this ?Amendment?) is made as of the 22nd day of December, 2021 among: (a) RAPID7, INC., a Delaware corporation (?Rapid7, Inc.?); (b) RAPID7 LLC, a Delaware limited liability company (?Rapid7 LLC? and, together with Rapid7 Inc., collectively, the ?Borrowers? and, individually, each a ?Borrower?); (c) the Lenders, as defined in

February 10, 2022 SC 13G/A

RPD / Rapid7 Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Rapid7 Inc. Title of Class of Securities: Common Stock CUSIP Number: 753422104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13

February 9, 2022 EX-99.1

First Quarter 2022

Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2021 Financial Results ?Annualized recurring revenue (ARR) of $599.0 million, an increase of 38% year-over-year ?Full-year revenue of $535.4 million, up 30% year-over-year; Products revenue of $500.8 million, up 31% year-over-year ?Total customer growth of 18% year-over-year ?Total ARR per customer growth of 17% year-over-year Boston, MA ?

February 9, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2022 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

February 4, 2022 SC 13G/A

RPD / Rapid7 Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Rapid7, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 753422104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

December 22, 2021 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

November 30, 2021 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

November 29, 2021 EX-10.1

Offer Letter, dated as of November 23, 2021, by and between Rapid7, Inc. and Tim Adams.

Exhibit 10.1 November 23, 2021 Dear Tim, We are pleased to confirm our offer to have you join Rapid7, Inc. as Chief Financial Officer reporting to Corey Thomas, the Chief Executive Officer, with a start date of January 3, 2022. Your principal place of employment shall be at our headquarters in Boston, Massachusetts. You will be expected to devote your full working time and efforts to the business

November 29, 2021 EX-99.1

Rapid7 Appoints Tim Adams as Chief Financial Officer

Exhibit 99.1 Rapid7 Appoints Tim Adams as Chief Financial Officer Boston, MA ? November 29, 2021 ? Rapid7, Inc. (NASDAQ: RPD), a leading provider of security analytics and automation, today announced the appointment of Tim Adams as Chief Financial Officer (CFO), effective January 3, 2022. Mr. Adams will assume the CFO role from current Rapid7 CFO, Jeff Kalowski, who announced his retirement earlie

November 29, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 23, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

November 4, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

November 3, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

November 3, 2021 EX-99.1

Fourth Quarter 2021

Exhibit 99.1 Rapid7 Announces Third Quarter 2021 Financial Results ?Annualized recurring revenue (ARR) of $550.0 million, an increase of 38% year-over-year ?Revenue of $139.9 million, up 33% year-over-year; Products revenue of $131.1 million, up 33% year-over-year ?Total customer growth of 17% year-over-year ?Total ARR per customer growth of 18% year-over-year Boston, MA ? November 3, 2021 ? Rapid

September 16, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Nu

August 5, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 4, 2021 EX-99.1

Third Quarter 2021

Exhibit 99.1 Rapid7 Announces Second Quarter 2021 Financial Results ?Annualized recurring revenue (ARR) of $488.9 million, an increase of 29% year-over-year ?Revenue of $126.4 million, up 28% year-over-year; Products revenue of $119.1 million, up 29% year-over-year ?Total customer growth of 13% year-over-year ?Total ARR per customer growth of 14% year-over-year Boston, MA ? August 4, 2021 ? Rapid7

August 4, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

July 19, 2021 EX-10.1

Stock Purchase Agreement, dated July 16, 2021, by and between Rapid7, Inc., Rapid7 International Holdings Limited, IntSights Cyber Intelligence Ltd., the Sellers and Shareholder Representative Services LLC.

Exhibit 10.1 SHARE PURCHASE AGREEMENT This Share Purchase Agreement (?Agreement?) dated as of July 16, 2021 is made by and among Rapid7, Inc., a Delaware corporation (?Parent?), Rapid7 International Holdings Limited, a UK company (?Purchaser?); Intsights Cyber Intelligence Ltd., a private company limited by shares formed under the laws of the State of Israel (?Company?); each of the holders of Sha

July 19, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

July 19, 2021 EX-99.1

Rapid7 Acquires Threat Intelligence Leader IntSights and Provides Strong Preliminary Second Quarter 2021 Financial Results

Exhibit 99.1 Rapid7 Acquires Threat Intelligence Leader IntSights and Provides Strong Preliminary Second Quarter 2021 Financial Results IntSights delivers best-in-class, cloud-native external threat detection to further extend Rapid7?s industry-leading security operations platform, providing customers with end-to-end external and internal threat detection, automation and remediation New combined c

June 14, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 7, 2021 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 6, 2021 EX-99.1

Three Months Ended March 31, 2021 2020 % Change (dollars in thousands) Annualized recurring revenue $ 455,797 $ 350,884 30 % Number of customers (1) 8,945 8,075 11 % ARR per customer (1) $ 51.0 $ 43.5 17 % (1) Number of customers and ARR per customer

Exhibit 99.1 Rapid7 Announces First Quarter 2021 Financial Results ?Annualized recurring revenue (ARR) of $455.8 million, an increase of 30% year-over-year ?Revenue of $117.5 million, up 24% year-over-year; Products revenue of $109.3 million, up 25% year-over-year ?Total customer growth of 11% year-over-year ?Total ARR per customer growth of 17% year-over-year Boston, MA ? May 6, 2021 ? Rapid7, In

May 6, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

April 22, 2021 DEFA14A

- DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 22, 2021 DEF 14A

- DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 19, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

March 19, 2021 EX-10.2

Form of Confirmation for Capped Call Transactions.

Exhibit 10.2 March [], 2021 From: [Dealer] [] [] [] To: Rapid7, Inc. 120 Causeway Street Boston, Massachusetts 02114 Re: [Base]1 [Additional]2 Call Option Transaction The purpose of this communication (this ?Confirmation?) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the ?Transaction?) between [Dealer] (?Dealer?) and R

March 19, 2021 EX-4.1

Form of Global Note, representing Rapid7, Inc.’s 0.25% Convertible Senior Notes due 2027 (included as Exhibit A to the Indenture filed as Exhibit 4.1).

Exhibit 4.1 RAPID7, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 19, 2021 0.25% Convertible Senior Notes due 2027 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions 1 Section 1.02 References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES 14 Section 2.01 Designation and Amount 14 Section 2.02 Form of

March 19, 2021 EX-10.1

Purchase Agreement, dated March 16, 2021, by and between Rapid7, Inc., Goldman Sachs & Co. LLC and Barclays Capital Inc.

Exhibit 10.1 $525,000,000 RAPID7, INC. 0.25% CONVERTIBLE SENIOR NOTES DUE 2027 PURCHASE AGREEMENT March 16, 2021 GOLDMAN SACHS & CO. LLC BARCLAYS CAPITAL INC. As Representatives of the several Initial Purchasers named in Schedule I attached hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Ge

March 19, 2021 EX-99.2

Rapid7 Announces Upsized Pricing of $525 Million Convertible Senior Notes Offering

Exhibit 99.2 Rapid7 Announces Upsized Pricing of $525 Million Convertible Senior Notes Offering BOSTON, MA, March 17, 2021 ? Rapid7, Inc. (?Rapid7?) (Nasdaq: RPD) today announced the pricing of $525.0 million aggregate principal amount of 0.25% convertible senior notes due 2027 (the ?notes?) in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule

March 19, 2021 EX-99.1

Rapid7 Announces Proposed Private Offering of $500 Million of Convertible Senior Notes

Exhibit 99.1 Rapid7 Announces Proposed Private Offering of $500 Million of Convertible Senior Notes BOSTON, MA, March 15, 2021 ? Rapid7, Inc. (?Rapid7?) (Nasdaq: RPD) today announced that it intends to offer, subject to market conditions and other factors, $500 million aggregate principal amount of convertible senior notes due 2027 (the ?notes?) in a private placement to persons reasonably believe

March 10, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

March 10, 2021 EX-99.1

Welcome to Investor Day 2021 Exhibit 99.1 2 Safe Harbor Statement This presentation contains forward-looking statements. All statements contained in this presentation other than statements of historical facts, including statements regarding future re

Welcome to Investor Day 2021 Exhibit 99.1 2 Safe Harbor Statement This presentation contains forward-looking statements. All statements contained in this presentation other than statements of historical facts, including statements regarding future results of operations and financial position of Rapid7, Inc. (?Rapid7?, ?we?, ?us? or ?our?), including, without limitation, historical results that may

February 26, 2021 EX-4.6

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.6 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of the securities of Rapid7, Inc. (the ?Company?) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended. This description also summarizes relevant provisions of Delaware law. The f

February 26, 2021 EX-10.15

Second Amendment to Lease, dated as of November 9, 2020 by and between Office Tower Developer LLC and Rapid7, Inc.

Exhibit 10.15 SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE dated as of this 9th day of November, 2020 by and between Office Tower Developer LLC (?Landlord?) and Rapid7, Inc. (?Tenant?). RECITALS WHEREAS, By Lease dated July 19, 2019 (as amended to date, the ?Lease?), Landlord did lease to Tenant and Tenant did hire and lease from Landlord certain premises containing a total of approxim

February 26, 2021 EX-10.16

Third Amendment to Lease, dated as of February 5, 2021 by and between Office Tower Developer LLC and Rapid7, Inc.

Exhibit 10.16 THIRD AMENDMENT TO LEASE This Third Amendment to Lease (the ?Third Amendment?) is made as of this 5th day of February, 2021 (?Execution Date?) by and between OFFICE TOWER DEVELOPER LLC, a Delaware limited liability company (?Landlord?) and RAPID7, INC., a Delaware corporation (?Tenant?). BACKGROUND Reference is made to the following: A.A certain lease dated July 19, 2019 (the ?Origin

February 26, 2021 EX-21.1

List of subsidiaries of Rapid7, Inc.

Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. Company Name Jurisdiction Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Germany GmbH Germany Rapid7 France SAS France Rapid7 International Group Limited United Kingdom Rapid7 International Holdings Limited United Kingdom Rapid7 International Limited United Kingdom Rapid7 Ireland Limited Ireland Rapid7 Japan KK Japan Rapid7 L

February 26, 2021 S-8

- S-8

As filed with the Securities and Exchange Commission on February 26, 2021 Registration No.

February 26, 2021 10-K

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Rapid7 Inc. Title of Class of Securities: Common Stock CUSIP Number: 753422104 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13

February 9, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2021 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

February 9, 2021 EX-99.1

First Quarter 2021

EX-99.1 2 rapid72020q4ex991.htm EX-99.1 Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2020 Financial Results •Annualized recurring revenue (ARR) of $432.9 million, an increase of 28% year-over-year •Full-year revenue of $411.5 million, up 26% year-over-year; Products revenue of $382.9 million, up 29% year-over-year •Total ARR per customer growth of 18% year-over-year •Full-year GAAP o

February 4, 2021 SC 13G

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rapid7, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 753422104 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

November 5, 2020 EX-10.1

First Amendment to Lease, dated as of September 9, 2020 by and between Office Tower Developer LLC and Rapid7, Inc.

Exhibit 10.1 FIRST AMENDMENT TO LEASE This First Amendment to Lease (the “First Amendment”) is made as of this 9th day of September, 2020 (“Execution Date”) by and between OFFICE TOWER DEVELOPER LLC, a Delaware limited liability company (“Landlord”) and RAPID7, INC., a Delaware corporation (“Tenant”). BACKGROUND Reference is made to the following: A.A certain lease dated July 19, 2019 (the “Lease”

November 5, 2020 EX-3.2

AMENDED AND RESTATED BYLAWS Rapid7, Inc. (A DELAWARE CORPORATION) (Composite document reflecting amendments through June 3, 2020) ARTICLE I

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF Rapid7, Inc. (A DELAWARE CORPORATION) (Composite document reflecting amendments through June 3, 2020) ARTICLE I OFFICES Section 1.Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. Section 2.Other Offices. The corporation shall also have and maintain an office or p

November 5, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

November 5, 2020 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Rapid7, INC. (Composite document reflecting amendments through June 3, 2020)

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF Rapid7, INC. (Composite document reflecting amendments through June 3, 2020) I. The name of this company is Rapid7, Inc. (the “Company” or the “Corporation”). II. The address of the registered office of this Corporation in the State of Delaware is The Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delawa

November 4, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

November 4, 2020 EX-99.1

Three Months Ended September 30, 2020 2019 % Change (dollars in thousands) Annualized recurring revenue $ 398,725 $ 310,184 29 % Number of customers 9,347 8,625 8 % ARR per customer $ 42.7 $ 36.0 19 % Recurring revenue as a percentage of total revenu

Exhibit 99.1 Rapid7 Announces Third Quarter 2020 Financial Results •Annualized recurring revenue (ARR) of $398.7 million, an increase of 29% year-over-year •Revenue of $105.1 million, 26% year-over-year growth; Products revenue of $98.6 million, 29% year-over-year growth •GAAP operating loss of $(17.9) million; Non-GAAP operating income of $2.4 million •Raising full year 2020 guidance for ARR and

August 10, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 10, 2020 EX-10.4

First Amendment Agreement, dated as of May 29, 2020, by and among Rapid7, Inc., Rapid7 LLC, KeyBank National Association, and the lenders party thereto.

Exhibit 10.4 FIRST AMENDMENT AGREEMENT This FIRST AMENDMENT AGREEMENT (this “Amendment”) is made as of the 29th day of May, 2020 among: (a)RAPID7, INC., a Delaware corporation (“Rapid7, Inc.”); (b)RAPID7 LLC, a Delaware limited liability company (“Rapid7 LLC” and, together with Rapid7 Inc., collectively, the “Borrowers” and, individually, each a “Borrower”); (c)the Lenders, as defined in the Credi

August 10, 2020 EX-3.1

Amended and Restated Certificate of Incorporation of Rapid7, Inc., as of June 3, 2020

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF Rapid7, INC. (Composite document reflecting amendments through June 3, 2020) I. The name of this company is Rapid7, Inc. (the “Company” or the “Corporation”). II. The address of the registered office of this Corporation in the State of Delaware is The Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delawa

August 10, 2020 EX-3.2

Amended and Restated Bylaws of Rapid7, Inc., as of June 3, 2020

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF Rapid7, Inc. (A DELAWARE CORPORATION) (Composite document reflecting amendments through June 3, 2020) ARTICLE I OFFICES Section 1.Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. Section 2.Other Offices. The corporation shall also have and maintain an office or p

August 6, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

August 6, 2020 EX-99.1

Three Months Ended June 30, 2020 2019 % Change (dollars in thousands) Annualized recurring revenue $ 379,891 $ 290,016 31 % Number of customers 9,142 8,400 9 % ARR per customer $ 41.6 $ 34.5 20 % Recurring revenue as a percentage of total revenue 91

Exhibit 99.1 Rapid7 Announces Second Quarter 2020 Financial Results •Annualized recurring revenue (ARR) of $379.9 million, an increase of 31% year-over-year •Revenue of $98.9 million, 25% year-over-year growth; Products revenue of $92.4 million, 27% year-over-year growth •Total ARR per customer growth of 20% year-over-year •GAAP operating loss of $(15.7) million; Non-GAAP operating income of $4.3

July 13, 2020 EX-99.1

DivvyCloud Corporation Consolidated Balance Sheet (in thousands, except share and per share data)

Exhibit 99.1 DivvyCloud Corporation Consolidated Financial Statements December 31, 2019 DivvyCloud Corporation Table of Contents December 31, 2019 Page No. Independent Auditors' Report 1 Consolidated Balance Sheet 2 Consolidated Statement of Operations 3 Consolidated Statement of Redeemable Preferred Stock and Stockholders' Deficit 4 Consolidated Statement of Cash Flows 5 Notes to Consolidated Fin

July 13, 2020 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Co

July 13, 2020 EX-99.2

RAPID7, INC. Unaudited Pro Forma Condensed Consolidated Financial Information

Exhibit 99.2 RAPID7, INC. Unaudited Pro Forma Condensed Consolidated Financial Information The following unaudited pro forma condensed combined financial information and related notes present the historical combined financial information of Rapid7, Inc. and its wholly owned subsidiaries (“Rapid7”, “we,” “our,” “us” and similar terms unless the context indicates otherwise) and Divvy Cloud Corporati

June 5, 2020 EX-3.2

Amendment to Amended and Restated Bylaws of Rapid7, Inc.

Exhibit 3.2 AMENDMENT TO THE AMENDED & RESTATED BYLAWS OF RAPID7, INC. Pursuant to Section 46 of the Amended & Restated Bylaws (the “Bylaws”) of Rapid7, Inc., a Delaware corporation (the “Company”), the Company certifies that: ONE: The Bylaws of the Corporation are amended as follows: Article IV, Section 17 of the Bylaws be amended and restated to read in its entirety as follows: “Section 17. Term

June 5, 2020 EX-3.1

Certificate of Amendment to Amended and Restated Certificate of Incorporation of Rapid7, Inc.

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RAPID7, INC. Rapid7, Inc., a corporation organized and existing under and by virtue of the provisions the General Corporation Law of the State of Delaware (the “DGCL”) hereby certifies as follows: 1.The name of this corporation is Rapid7, Inc. (the “Corporation”) and that this corporation was originally in

June 5, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 8, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 7, 2020 EX-99.1

Three Months Ended March 31, 2020 2019 % Change (dollars in thousands) Annualized recurring revenue $ 350,884 $ 268,194 31 % Number of customers 9,024 7,934 14 % ARR per customer $ 38.9 $ 33.8 15 % Recurring revenue as a percentage of total revenue 9

Exhibit 99.1 Rapid7 Announces First Quarter 2020 Financial Results •Annualized recurring revenue (ARR) of $350.9 million, an increase of 31% year-over-year •Revenue of $94.3 million, 29% year-over-year growth, achieved 90% recurring revenue mix in the period •Total customer growth of 14% year-over-year •Products revenue of $87.5 million, 33% year-over-year growth Boston, MA – May 7, 2020 – Rapid7,

May 7, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

May 4, 2020 EX-4.1

Form of Global Note, representing Rapid7, Inc.’s 2.25% Convertible Senior Notes due 2025 (included in Exhibit 4.

EX-4.1 Exhibit 4.1 RAPID7, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 1, 2020 2.25% Convertible Senior Notes due 2025 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount 13 Section 2.02. Form

May 4, 2020 EX-99.1

Rapid7 Announces Pricing of $200 Million Convertible Senior Notes Offering

EX-99.1 Exhibit 99.1 Rapid7 Announces Pricing of $200 Million Convertible Senior Notes Offering BOSTON, MA, April 29, 2020 – Rapid7, Inc. (“Rapid7”) (Nasdaq: RPD) today announced the pricing of $200.0 million aggregate principal amount of 2.25% convertible senior notes due 2025 in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under th

May 4, 2020 EX-10.1

Purchase Agreement, dated April 28, 2020, by and between Rapid7, Inc. and Barclays Capital Inc.

EX-10.1 Exhibit 10.1 Execution Version $200,000,000 RAPID7, INC. 2.25% CONVERTIBLE SENIOR NOTES DUE 2025 PURCHASE AGREEMENT April 28, 2020 BARCLAYS CAPITAL INC. RBC CAPITAL MARKETS, LLC As Representatives of the several Initial Purchasers named in Schedule I attached hereto c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 c/o RBC Capital Markets, LLC 200 Vesey Street New York,

May 4, 2020 EX-10.2

Form of Confirmation for Capped Call Transactions.

EX-10.2 Exhibit 10.2 [ ] [Dealer name and address] To: Rapid7, Inc. 120 Causeway Street Boston, Massachusetts, 02114 United States From: [Dealer] Re: [Base][Additional] Capped Call Transaction Ref. No: [ ]1 Date: [ ], 2020 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on t

May 4, 2020 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

April 28, 2020 EX-99.3

Rapid7 Announces Proposed Private Offering of $200 Million of Convertible Senior Notes

EX-99.3 Exhibit 99.3 Rapid7 Announces Proposed Private Offering of $200 Million of Convertible Senior Notes BOSTON, MA – April 28, 2020 – Rapid7, Inc. (“Rapid7”) (Nasdaq: RPD) today announced that it intends to offer, subject to market conditions and other factors, $200 million aggregate principal amount of convertible senior notes due 2025 in a private placement to persons reasonably believed to

April 28, 2020 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

April 28, 2020 EX-10.2

Merger Agreement, dated as of April 24, 2020, by and between Rapid7, Inc., Rapid7 LLC, Stratus Acquisition, Inc., Divvy Cloud Corporation and Fortis Advisors LLC.

EX-10.2 Exhibit 10.2 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of April 24, 2020 (“Agreement Date”) by and among (i) Rapid7 Inc., a Delaware corporation (the “Ultimate Parent”), (ii) Rapid7 LLC, a Delaware limited liability company and wholly-owned subsidiary of the Ultimate Parent (“Purchaser”), (iii) Stratus Acquisition, Inc., a Delaware

April 28, 2020 EX-99.1

Disclaimers This presentation contains forward looking statements. All statements contained in this presentation other than statements of historical facts, including, without limitation, statements regarding the anticipated closing of the DivvyCloud

EX-99.1 Rapid7’s Proposed Acquisition of DivvyCloud April 28, 2020 Exhibit 99.1 Disclaimers This presentation contains forward looking statements. All statements contained in this presentation other than statements of historical facts, including, without limitation, statements regarding the anticipated closing of the DivvyCloud acquisition, the impact of the DivvyCloud acquisition on our products,

April 28, 2020 EX-10.1

Credit and Security Agreement, dated as of April 23, 2020, by and among Rapid7, Inc., Rapid7 LLC, KeyBank National Association, and the lenders party thereto.

EX-10.1 Exhibit 10.1 Published Transaction CUSIP Number: 75343UAA9 Published Revolver CUSIP Number: 75343UAB7 CREDIT AND SECURITY AGREEMENT among RAPID7, INC. RAPID7 LLC as Borrowers THE LENDERS NAMED HEREIN as Lenders and KEYBANK NATIONAL ASSOCIATION as Administrative Agent and Issuing Lender KEYBANC CAPITAL MARKETS INC. as Sole Lead Arranger and Sole Book Runner dated as of April 23, 2020 TABLE

April 28, 2020 EX-99.2

Rapid7 Announces Intent to Acquire DivvyCloud and Provides Preliminary First Quarter 2020 Financial Results

EX-99.2 Exhibit 99.2 Rapid7 Announces Intent to Acquire DivvyCloud and Provides Preliminary First Quarter 2020 Financial Results Acquisition will strengthen the company’s ability to offer its customers comprehensive cloud security posture management Boston, MA — April 28, 2020 Rapid7, Inc. (NASDAQ: RPD), a leading provider of security analytics and automation, today announced that it has entered i

April 22, 2020 DEFA14A

RPD / Rapid7, Inc. DEFA14A - - DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 22, 2020 DEF 14A

RPD / Rapid7, Inc. DEF 14A - - DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 9, 2020 PRE 14A

RPD / Rapid7, Inc. PRE 14A - - PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 28, 2020 EX-4.6

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.6 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of the securities of Rapid7, Inc. (the “Company”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended. This description also summarizes relevant provisions of Delaware law. The f

February 28, 2020 10-K

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 28, 2020 S-8

As filed with the Securities and Exchange Commission on February 28, 2020

As filed with the Securities and Exchange Commission on February 28, 2020 Registration No.

February 28, 2020 EX-21.1

List of subsidiaries of Rapid7, Inc.

EX-21.1 3 rpd2019211.htm EX-21.1 Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. Company Name Jurisdiction Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Germany GmbH Germany Rapid7 International Group Limited United Kingdom Rapid7 International Holdings Limited United Kingdom Rapid7 International Limited United Kingdom Rapid7 Ireland Limited Ireland Rapid7 Japan KK Japan

February 13, 2020 SC 13G/A

RPD / Rapid7, Inc. / Matthews Alan - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 (Amendment No. 3)* Rapid7, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 753422 104 (CUSIP Number) December 31, 2019 (Date of Ev

February 12, 2020 SC 13G/A

RPD / Rapid7, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Rapid7 Inc Title of Class of Securities: Common Stock CUSIP Number: 753422104 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d

February 10, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2020 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Num

February 10, 2020 EX-99.1

First Quarter 2020

Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2019 Financial Results •Annualized recurring revenue (ARR) of $338.7 million, an increase of 35% year-over-year •Fourth quarter 2019 revenue of $91.6 million and full year 2019 revenue of $326.9 million •Fourth quarter 2019 year-over-year revenue growth of 33% and full-year 2019 year-over-year revenue growth of 34% •Customer growth of 16%

November 5, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2019 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

November 5, 2019 EX-99.1

Three Months Ended September 30, 2019 2018 % Change (dollars in thousands) Annualized recurring revenue $ 310,184 $ 217,415 43 % Number of customers 8,625 7,399 17 % ARR per customer $ 36.0 $ 29.4 22 % Recurring revenue as a percentage of total reven

Exhibit 99.1 Rapid7 Announces Third Quarter 2019 Financial Results • Annualized recurring revenue (ARR) of $310.2 million, an increase of 43% year-over-year • Revenue of $83.2 million, 33% year-over-year growth and customer growth of 17% year-over-year • Raising 2019 revenue growth guidance to 32% to 33% • Raising 2019 non-GAAP operating income guidance to $0 to $1 million Boston, MA – November 5,

November 5, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 1, 2019 EX-99.1

Three Months Ended June 30, 2019 2018 % Change (dollars in thousands) Annualized recurring revenue $ 290,016 $ 198,576 46 % Number of customers (1) 8,400 7,216 16 % ARR per customer $ 34.5 $ 27.5 25 % Recurring revenue as a percentage of total revenu

EX-99.1 2 rapid72019q2ex991.htm EXHIBIT 99.1 Exhibit 99.1 Rapid7 Announces Second Quarter 2019 Financial Results • Annualized recurring revenue (ARR) of $290.0 million, an increase of 46% year-over-year • Revenue of $79.0 million, 35% growth year-over-year • Organic customer growth accelerated to 14% (16% with the NetFort acquisition) • Raising 2019 revenue growth guidance to 30% to 32% Boston, MA

August 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2019 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

August 1, 2019 EX-99.2

Rapid7 Appoints Christina Kosmowski to Board of Directors

Exhibit 99.2 Rapid7 Appoints Christina Kosmowski to Board of Directors Boston, MA – August 1, 2019 – Rapid7, Inc. (NASDAQ: RPD), a leading provider of security analytics and automation, today announced that it has appointed Christina Kosmowski to its Board of Directors, effective July 31, 2019. “I am pleased to welcome Christina to the Rapid7 board,” said Corey Thomas, CEO and Chairman of the Boar

August 1, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

July 25, 2019 EX-10.1

Lease dated July 19, 2019 between Office Tower Developer LLC and Rapid7, Inc.

Exhibit 10.1 THE HUB ON CAUSEWAY 100 CAUSEWAY STREET BOSTON, MASSACHUSETTS Lease Dated July 19, 2019 (the “Execution Date”) THIS INSTRUMENT IS AN INDENTURE OF LEASE in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in the building to be known as 100 Causeway Street, Boston, Massachusetts 02114. The parties to this instrument hereby agree with each o

July 25, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2019 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

June 14, 2019 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2019 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number)

May 3, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 2, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2019 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

May 2, 2019 EX-99.1

Three Months Ended March 31, 2019 2018 % Change (in thousands) Annualized recurring revenue $ 268,194 $ 177,792 51 % Number of customers 7,934 7,113 12 % ARR per customer $ 33.8 $ 25.0 35 % Recurring revenue as a percentage of revenue 85 % 77 % Renew

Exhibit 99.1 Rapid7 Announces First Quarter 2019 Financial Results • Annualized recurring revenue (ARR) of $268.2 million, an increase of 51% year-over-year • Revenue of $73.2 million, 34% growth year-over-year • GAAP loss from operations of $(9.7) million and non-GAAP income from operations of $0.6 million • Raising 2019 revenue growth guidance to 28% to 30% and guiding 2019 ARR growth of greater

April 25, 2019 DEFA14A

RPD / Rapid7, Inc. DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 25, 2019 DEF 14A

RPD / Rapid7, Inc. DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 28, 2019 S-8

RPD / Rapid7, Inc. S-8

As filed with the Securities and Exchange Commission on February 28, 2019 Registration No.

February 28, 2019 10-K

RPD / Rapid7, Inc. 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-374

February 28, 2019 EX-21.1

List of subsidiaries of Rapid7, Inc.

Exhibit 21.1 List of Subsidiaries of Rapid7, Inc. Company Name Jurisdiction Rapid7 Australia Pty Ltd. Australia Rapid7 Canada, Inc. Canada Rapid7 Germany GmbH Germany Rapid7 International Group Limited United Kingdom Rapid7 International Holdings Limited United Kingdom Rapid7 International Limited United Kingdom Rapid7 Ireland Limited Ireland Rapid7 Japan KK Japan Rapid7 LLC Delaware Rapid7 Nether

February 12, 2019 SC 13G/A

RPD / Rapid7, Inc. / Devine John Joseph - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 (Amendment No. 3)* Rapid7, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 753422 104 (CUSIP Number) December 31, 2018 (Date of Ev

February 12, 2019 SC 13G

RPD / Rapid7, Inc. / VANGUARD GROUP INC Passive Investment

rapid7inc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Rapid7 Inc Title of Class of Securities: Common Stock CUSIP Number: 753422104 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to designate th

February 12, 2019 SC 13G/A

RPD / Rapid7, Inc. / Matthews Alan - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 (Amendment No. 2)* Rapid7, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 753422 104 (CUSIP Number) December 31, 2018 (Date of Ev

February 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2019 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

February 7, 2019 EX-99.1

Three Months Ended December 31, Year Ended December 31, 2018 2017 2018 2017 (in thousands, except per share data) Revenue $ 70,638 $ 57,731 $ 255,923 $ 200,940 % growth 22 % 27 % GAAP loss from operations $ (15,349 ) $ (13,385 ) $ (53,996 ) $ (48,794

Exhibit 99.1 Rapid7 Announces Fourth Quarter and Full-Year 2018 Financial Results • Fourth quarter 2018 total revenue of $68.8 million and full year 2018 revenue of $244.1 million (under ASC 606) • Fourth quarter 2018 revenue growth of 22% and full-year 2018 revenue growth of 27% (under ASC 605) • Annualized recurring revenue (ARR) of $251.8 million, an increase of 53% year-over-year • Guiding 201

November 7, 2018 10-Q

RPD / Rapid7, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

November 6, 2018 EX-99.1

Fourth Quarter 2018

Exhibit 99.1 Rapid7 Announces Third Quarter 2018 Financial Results • Revenue of $62.4 million under ASC 606 • Revenue growth of 30% year-over-year under ASC 605 • Annualized recurring revenue of $217.4 million, an increase of 46% year-over-year • Raised revenue guidance for full-year 2018 Boston, MA – November 6, 2018 – Rapid7, Inc. (Nasdaq: RPD), powering SecOps through its visibility, analytics

November 6, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2018 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Numb

August 13, 2018 EX-99.4

Rapid7 Announces Pricing of Upsized $200 Million Convertible Senior Notes Offering

EX-99.4 Exhibit 99.4 Rapid7 Announces Pricing of Upsized $200 Million Convertible Senior Notes Offering BOSTON, MA, August 9, 2018 – Rapid7, Inc. (“Rapid7”) (Nasdaq: RPD) today announced the pricing of $200 million aggregate principal amount of 1.25% convertible senior notes due 2023 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as

August 13, 2018 EX-99.1

$200,000,000 RAPID7, INC. 1.25% CONVERTIBLE SENIOR NOTES DUE 2023 PURCHASE AGREEMENT

EX-99.1 Exhibit 99.1 $200,000,000 RAPID7, INC. 1.25% CONVERTIBLE SENIOR NOTES DUE 2023 PURCHASE AGREEMENT August 8, 2018 BARCLAYS CAPITAL INC. RBC CAPITAL MARKETS, LLC As Representatives of the several Initial Purchasers named in Schedule I attached hereto c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 c/o RBC Capital Markets, LLC 200 Vesey Street New York, New York 10281 La

August 13, 2018 EX-99.2

Annex A

EX-99.2 Exhibit 99.2 [ ] [Dealer name and address] To: Rapid7, Inc. 100 Summer Street Boston, Massachusetts, 02110 United States From: [Dealer] Re: [Base][Additional] Capped Call Transaction Ref. No: [ ]1 Date: August [8][10], 2018 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered

August 13, 2018 EX-99.3

Rapid7 Announces Proposed Private Offering of $175 Million of Convertible Senior Notes

EX-99.3 Exhibit 99.3 Rapid7 Announces Proposed Private Offering of $175 Million of Convertible Senior Notes BOSTON, MA, August 7, 2018 – Rapid7, Inc. (“Rapid7”) (Nasdaq: RPD) today announced that it intends to offer, subject to market conditions and other factors, $175.0 million aggregate principal amount of convertible senior notes due 2023 in a private placement to qualified institutional buyers

August 13, 2018 EX-4.1

Indenture, dated as of August 13, 2018, between Rapid7 Inc. and U.S. Bank National Association, as trustee

EX-4.1 Exhibit 4.1 EXECUTION VERSION RAPID7, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 13, 2018 1.25% Convertible Senior Notes due 2023 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount

August 13, 2018 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2018 Rapid7, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-37496 35-2423994 (State or Other Jurisdiction of Incorporation) (Commission File Nu

August 7, 2018 10-Q

RPD / Rapid7, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

August 6, 2018 EX-99.1

Impact of Adoption

Exhibit 99.1 Rapid7 Announces Second Quarter 2018 Financial Results • Revenue of $58.4 million under ASC 606 • Revenue growth of 30% year-over-year under ASC 605 • Annualized recurring revenue of $198.6 million, an increase of 44% year-over-year Boston, MA – August 6, 2018 – Rapid7, Inc. (NASDAQ: RPD), powering SecOps through its visibility, analytics and automation cloud, today announced its fina

August 6, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2018 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number

June 14, 2018 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2018 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction (Commission File Number) (IRS Employer Ide

May 17, 2018 SC 13D/A

RPD / Rapid7, Inc. / TCV VII LP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* RAPID7, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 753422 10 4 (CUSIP Number) Frederic D. Fenton c/o Technology Crossover Ventures 250 Middlefield Road Menlo Park, California 94025 Telephone: (

May 17, 2018 SC 13D/A

RPD / Rapid7, Inc. / Bain Capital Venture Fund 2007, L.P. - SCHEDULE 13D AMENDMENT NO. 5 Activist Investment

Schedule 13D Amendment No. 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13D-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 5) Rapid7, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Cla

May 15, 2018 EX-1.1

Underwriting Agreement, dated May 14, 2018, by and among Rapid7, Inc., the Selling Stockholders and Barclays Capital Inc.

EX-1.1 2 d463366dex11.htm EX-1.1 Exhibit 1.1 Execution Version 3,000,000 Shares RAPID7, INC. COMMON STOCK, $0.01 PAR VALUE PER SHARE UNDERWRITING AGREEMENT May 14, 2018 May 14, 2018 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: The shareholders named in Schedule II hereto (the “Selling Shareholders”) of Rapid7, Inc., a Delaware corporation (the “Company”),

May 15, 2018 EX-99.1

Rapid7 Announces Proposed Public Offering of Common Stock by Existing Stockholders

EX-99.1 3 d463366dex991.htm EX-99.1 Exhibit 99.1 Rapid7 Announces Proposed Public Offering of Common Stock by Existing Stockholders BOSTON, May 14, 2018 — Rapid7, Inc. (Nasdaq: RPD), powering SecOps through its visibility, analytics and automation cloud, announced today the launch of a proposed underwritten public offering of 3,000,000 shares of its common stock. All of the shares are being offere

May 15, 2018 424B7

3,000,000 Shares Rapid7, Inc. Common Stock

424B7 Table of Contents Filed pursuant to Rule 424(b)(7) Registration No. 333-218189 PROSPECTUS SUPPLEMENT (To Prospectus dated June 2, 2017) 3,000,000 Shares Rapid7, Inc. Common Stock The selling stockholders identified in this prospectus supplement are offering an aggregate of 3,000,000 shares of our common stock pursuant to this prospectus supplement and the accompanying prospectus. We will not

May 15, 2018 8-K

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2018 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File

May 15, 2018 EX-99.2

Rapid7 Announces Pricing of Public Offering of Common Stock by Existing Stockholders

EX-99.2 Exhibit 99.2 Rapid7 Announces Pricing of Public Offering of Common Stock by Existing Stockholders BOSTON, May 14, 2018 — Rapid7, Inc. (Nasdaq: RPD), powering SecOps through its visibility, analytics and automation cloud, announced today the pricing of an underwritten public offering of 3,000,000 shares of its common stock at a price to the public of $30.25 per share. All of the shares are

May 9, 2018 10-Q

RPD / Rapid7, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37496 RAPID7, INC.

May 8, 2018 EX-99.1

Three Months Ended March 31, 2018 Under ASC 606 Under ASC 605 Difference (in thousands) Products $ 35,279 $ 37,766 $ (2,487 ) Maintenance and support 10,753 11,682 (929 ) Professional services 8,483 8,753 (270 ) Total revenue 54,515 58,201 (3,686 ) C

Exhibit 99.1 Rapid7 Announces First Quarter 2018 Financial Results • Revenue of $54.5 million under ASC 606 • Revenue growth of 29% year-over-year under ASC 605 • Annualized recurring revenue of $177.8 million, an increase of 38% year-over-year • Raised revenue and ARR growth guidance for full-year 2018 Boston, MA – May 8, 2018 – Rapid7, Inc. (NASDAQ: RPD), a leading provider of analytics solution

May 8, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2018 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction of incorporation) (Commission File Number) (

April 30, 2018 DEFA14A

RPD / Rapid7, Inc. DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 30, 2018 DEF 14A

RPD / Rapid7, Inc. DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 30, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2018 Rapid7, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37496 35-2423994 (State or other jurisdiction (Commission File Number) (IRS Employer Id

March 20, 2018 SC 13D/A

RPD / Rapid7, Inc. / TCV VII LP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* RAPID7, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 753422 10 4 (CUSIP Number) Frederic D. Fenton c/o Technology Crossover Ventures 528 Ramona Street Palo Alto, California 94301 Telephone: (650)

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