FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Form 3 Holdings Reported. | |||||||||||||||||
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
RACKSPACE HOSTING, INC. [ RAX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year) 12/31/2015 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
Amount | (A) or (D) | Price | |||||||||||||
Common Stock | 03/10/2015 | G | 80,150 | D | $0 | 238,449 | D | ||||||||
Common Stock | 06/12/2015 | G | 1,326 | D | $0 | 237,123 | D | ||||||||
Common Stock | 12/11/2015 | G | 83,400 | D | $0 | 238,823(1) | D | ||||||||
Common Stock | 257,000(1) | I | Shares held by The Ruby USA Trust(2) | ||||||||||||
Common Stock | 685(1) | I | Shares held by Overlord Capital, Inc.(3) | ||||||||||||
Common Stock | 4,957,012(1) | I | Shares held by Wittington Amercia, Ltd. | ||||||||||||
Common Stock | 13,278,564 | I | Shares held by Trout Capital, Ltd.(4)(5) | ||||||||||||
Common Stock | 100,596(6) | I | Shares held by or for the benefit of family members | ||||||||||||
Common Stock | 85,227 | I | Shares held by the Weston Remainderman Fund(7) | ||||||||||||
Common Stock | 10,412 | I | Shares held by Knightsbridge L.C.(8)(9) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. During 2015, Mr. Weston made a transfer among his beneficially held entities as follows: The Ruby USA Trust transferred 85,000 shares to Mr. Weston on 5/28/15, Wittington America, Ltd. transferred 85 shares to Overload Capital, Inc. and 85,000 shares to The Ruby USA Trust on 5/21/16, and Wittington Amercia, Ltd. transferred 250,000 shares to The Ruby USA Trust on 6/2/15 and 250 shares to Overload Capital, Inc. on 6/9/15. |
2. Mr. Weston is the sole owner of The Ruby Trust USA. |
3. Mr. Weston is the sole owner of Overlord Capital, Inc. |
4. Mr. Weston is the sole owner of Knightsbridge, L.C. which is the general partner of Trout, Ltd. |
5. Trout Capital, Ltd. is formerly known as Trout, Ltd. The effective date of the name change is February 11, 2016. |
6. This amount includes 9,300 shares held in Legacy Trusts for Mr. Weston's children that were not previously reported. |
7. Mr. Weston's children are the beneficiaries of the Weston Remainderman Fund trust. Mr. Weston disclaims any beneficial ownership of the shares held by the trust. |
8. Mr. Weston is the sole owner of Knightsbridge, L.C. which is the general partner of Wittington America, Ltd. Mr. Weston disclaims any beneficial ownership of Wittington America, Ltd. except to the extent of any pecuniary interest therein. |
9. Mr. Weston is the sole owner of Knightsbridge, L.C. |
Remarks: |
William Alberts by Power of Attorney | 02/16/2016 | |
** 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 4 (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. |