SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Waits Julian Wendell Sr. (Last) (First) (Middle) C/O RAPID7, INC. 120 CAUSEWAY STREET (Street) BOSTON MASSACHUSETTS 02114 (City) (State) (Zip) UNITED STATES (Country)	2. Date of Event Requiring Statement (Month/Day/Year) 09/01/2026	3. Issuer Name and Ticker or Trading Symbol Rapid7, Inc. [ RPD ]
		3a. Foreign Trading Symbol	5. If Amendment, Date of Original Filed (Month/Day/Year)
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK	68,265(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
PERFORMANCE RIGHTS(2)	(2)	(2)	COMMON STOCK	135,000	(3)	D

Explanation of Responses:

1. Consists of 44,416 unvested restricted stock units granted under the Issuer's 2015 Equity Incentive Plan, as amended (the "Plan") and 23,849 shares of common stock of the Issuer ("Common Stock") owned by the Reporting Person.

2. This security represents performance stock units ("PSUs") granted under the Plan to the Reporting Person. Each PSU represents a contingent right to receive one share of Common Stock.

3. The PSUs are eligible to vest upon the Issuer's Common Stock attaining specified stock price thresholds over a three-year performance period, subject to the Reporting Person's continued employment through the end of the performance period (except for certain good leaver events). The number of PSUs reflected is at the target number of PSUs, and the actual number of PSUs eligible to vest will range from 0% to 150% of the target number of PSUs.

Remarks:

Exhibit 24 - Power of Attorney.

	/s/ Christopher Keenan, Attorney-in-Fact	09/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)