JANA Partners takes 5% stake in Rapid7, seeks talks
Ticker: RPD · Form: SC 13D · Filed: Sep 27, 2024 · CIK: 1560327
| Field | Detail |
|---|---|
| Company | Rapid7, Inc. (RPD) |
| Form Type | SC 13D |
| Filed Date | Sep 27, 2024 |
| Risk Level | medium |
| Pages | 13 |
| Reading Time | 15 min |
| Key Dollar Amounts | $0.01, $137 million, $12.8 million, $0.1 million, $0.05 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: activist-investor, stakeholder-engagement, strategic-alternatives
Related Tickers: RPDT
TL;DR
JANA Partners now owns 5% of RPDT and wants to talk strategy.
AI Summary
JANA Partners Management, LP has disclosed a 5.0% stake in Rapid7, Inc. as of September 20, 2024. This filing indicates JANA Partners Management, LP's intention to engage with the company's management and board of directors regarding strategic alternatives. The activist investor holds 7,200,000 shares of common stock.
Why It Matters
Activist investor JANA Partners' significant stake and stated intent to engage with management signals potential changes in Rapid7's strategic direction or board composition.
Risk Assessment
Risk Level: medium — Activist investor involvement often leads to increased volatility and potential strategic shifts, creating uncertainty for existing shareholders.
Key Numbers
- 5.0% — Ownership Stake (Percentage of Rapid7, Inc. common stock held by JANA Partners Management, LP)
- 7,200,000 — Shares Held (Total number of Rapid7, Inc. common stock shares owned by JANA Partners Management, LP)
Key Players & Entities
- JANA Partners Management, LP (company) — Filing entity
- Rapid7, Inc. (company) — Subject company
- Eleazer Klein, Esq. (person) — Authorized to receive notices
- Adriana Schwartz, Esq. (person) — Authorized to receive notices
- 7,200,000 (dollar_amount) — Number of shares held
FAQ
What is the total number of Rapid7, Inc. shares held by JANA Partners Management, LP?
JANA Partners Management, LP holds 7,200,000 shares of Rapid7, Inc. common stock.
What percentage of Rapid7, Inc. does JANA Partners Management, LP own?
JANA Partners Management, LP owns 5.0% of Rapid7, Inc. common stock.
When was this Schedule 13D filing made?
The filing was made on September 27, 2024, with the date of the event requiring the filing being September 20, 2024.
What is the stated purpose of JANA Partners Management, LP's investment in Rapid7, Inc.?
JANA Partners Management, LP intends to review and engage with the management and board of directors of Rapid7, Inc. regarding the company's business, strategies, and prospects, and may explore strategic alternatives.
Who is authorized to receive notices and communications for this filing?
Eleazer Klein, Esq. and Adriana Schwartz, Esq. are authorized to receive notices and communications for this filing.
Filing Stats: 3,837 words · 15 min read · ~13 pages · Grade level 10.7 · Accepted 2024-09-27 16:10:30
Key Financial Figures
- $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie
- $137 million — gregate purchase price of approximately $137 million. Such Shares were acquired with investm
- $12.8 million — gregate purchase price of approximately $12.8 million. The 3,000 Shares reported herein as
- $0.1 million — gregate purchase price of approximately $0.1 million. The 1,500 Shares reported herein as
- $0.05 million — gregate purchase price of approximately $0.05 million. The 3,000 Shares reported herein as
Filing Documents
- p24-2854sc13d.htm (SC 13D) — 135KB
- p24-2854exhibit99.htm (EX-99.1) — 9KB
- 0000902664-24-005639.txt ( ) — 145KB
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: September 27, 2024 JANA PARTNERS MANAGEMENT, LP By: /s/ Jennifer Fanjiang Name: Jennifer Fanjiang Title: Partner, Chief Legal Officer and Chief Compliance Officer CANNAE HOLDINGS, INC. By: /s/ Michael L. Gravelle Name: Michael L. Gravelle Title: Executive Vice President, General Counsel and Corporate Secretary CANNAE HOLDINGS, LLC By: /s/ Michael L. Gravelle Name: Michael L. Gravelle Title: Managing Director, General Counsel and Corporate Secretary /s/ Michael Joseph Burns MICHAEL JOSEPH BURNS /s/ Robert Bradshaw Henske ROBERT BRADSHAW HENSKE /s/ Chad Kinzelberg CHAD KINZELBERG CUSIP No. 753422104 SCHEDULE 13D Page 13 of 14 Pages SCHEDULE A Cannae Schedule A Persons The name, business address, and present principal occupation or employment of each of the executive officers and directors of Cannae are set forth below. The citizenship of each such person is the United States, unless otherwise stated. The business address for each of the persons named below is c/o Cannae Holdings, Inc., 1701 Village Center Circle, Las Vegas, NV 89134. Cannae Holdings, Inc. Name Present Principal Occupation or Employment William P. Foley II Chief Executive Officer, Chief Investment Officer and Chairman of the Board of Directors of Cannae Holdings, Inc. Douglas K. Ammerman Director of Cannae Holdings, Inc. Hugh R. Harris Director of Cannae Holdings, Inc C. Malcolm Holland Chief Executive Officer of Veritex Holdings, Inc. Mark D. Linehan Chief Executive Officer of Wynmark Company Frank R. Martire Founder and Partner of Bridgeport Partners Erika Meinhardt Director of Cannae Holdings, Inc Barry B. Moullet Principal of BBM Executive Insights, LLC James B. Stallings, Jr. Managing Partner of PS27 Ventures, LLC