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): 06/15/2009
Rackspace Hosting, Inc.
(Exact name of registrant as specified in its charter)
Commission File Number: 001-34143
Delaware | | 74-3016523 |
(State or other jurisdiction of | | (IRS Employer |
incorporation) | | Identification No.) |
5000 Walzem Rd. San Antonio, Texas 78218
(Address of principal executive offices, including zip code)
(210) 312-4000
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
Graham Weston, Chairman of Rackspace Hosting, Inc. ("Rackspace") has entered into a written stock selling plan ("Plan") for asset diversification purposes in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, and Rackspace's insider trading policy.Pursuant to the Plan, Mr. Weston plans to liquidate up to 780,000 shares in Rackspace, which represents approximately 3.5% of his current holdings. Selling according to the Plan will commence in August 2009 and will continue for approximately one year, unless sooner terminated. Mr. Weston will report transactions made pursuant to the Plan to the Securities and Exchange Commission pursuant to Rule 16(b) of the Exchange Act.
Rule 10b5-1 permits the implementation of written, prearranged stock trading plans by insiders when the insiders are not in possession of material non-public information, and allows the insiders to trade in accordance with their plans, regardless of any subsequent material non-public information they receive. Th ese trading plans allow insiders to diversify their holdings and to minimize the stock market impact of sales by spreading the sales out over time. Except as required by law, Rackspace does not undertake to report Rule 10b5-1 trading plans by other Rackspace officers or directors or to report modifications, transactions or other activities under Rule 10b5-1 trading plans or the similar plans of any other officer or director.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | Rackspace Hosting, Inc. |
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| Date: June 15, 2009 | | | | By: | | /s/ Bruce R. Knooihuizen
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| | | | | | | | | Bruce R. Knooihuizen |
| | | | | | | | | Chief Financial Officer, Senior Vice President, and Treasurer |
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