SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* STILL GEORGE J JR (Last) (First) (Middle) 525 UNIVERSITY AVENUE SUITE 800 (Street) PALO ALTO CA 94301 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol RACKSPACE HOSTING, INC. [ RAX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/10/2009
	4. If Amendment, Date of Original Filed (Month/Day/Year) 11/13/2009	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 Acquired, Disposed of, or Beneficially Owned
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 Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/10/2009		J		3,875,042	D	$0	16,014,748(1)	I	By Limited Partnerships(2)(3)
Common Stock	11/11/2009		J		2,506,165	D	(4)	13,508,583	I	By Limited Partnerships(5)
Common Stock	11/11/2009		S		2,635(6)	D	(7)	13,505,948	I	By Limited Partnerships(6)
Common Stock	11/12/2009		S		2,459(8)	D	(9)	13,503,489	I	By Limited Partnerships(8)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares were disposed via a pro rata in-kind distribution of Rackspace Hosting, Inc. stock from Norwest Venture Partners VII-A, L.P., Norwest Venture Partners VIII, L.P., and Norwest Venture Partners IX, L.P. to their limited and general partners (the "First Distribution").

2. The First Distribution resulted in a change in the form of beneficial ownership so that following the First Distribution 81,549 shares were beneficially owned by the Still Family Trust, 40,774 shares were beneficially owned by Still Family Partners, 2,039 shares were beneficially owned by Itasca VC Partners VIII, LLP ("Itasca"), and 596 shares were beneficially owned by Genesis VC Partners IX, LLP ("Genesis" and, together with Itasca, the "General Partners"). The remaining shares were held by Norwest Venture Partners VII-A, L.P. (4,125,150 shares), Norwest Venture Partners VIII, L.P. (9,369,942 shares), NVP Entrepreneur's Fund VIII, L.P. (509,444 shares), Norwest Venture Partners IX, L.P. (1,824,913 shares) and NVP Entrepreneurs Fund IX, L.P. (60,341 shares) (collectively, the "Partnerships").

3. By virtue of his position as managing partner or managing director of the Partnerships and the General Partners, Mr. Still may be deemed to beneficially own such securities. Mr. Still disclaims beneficial ownership of all such shares, except to the extent of his pecuniary interest therein.

4. Shares were disposed via a pro rata in-kind distribution of Rackspace Hosting, Inc. stock from Norwest Venture Partners VII-A, L.P., Norwest Venture Partners VIII, L.P., NVP Entrepreneur's Fund VIII, L.P., Norwest Venture Partners IX, L.P. and NVP Entrepreneurs Fund IX, L.P. to their limited and general partners (the "Second Distribution").

5. The Second Distribution resulted in a change in the form of beneficial ownership so that following the Second Distribution 122,323 shares were beneficially owned by the Still Family Trust, 61,161 shares were beneficially owned by Still Family Partners, 4,078 shares were beneficially owned by Itasca, and 1,016 shares were beneficially owned by Genesis. The remaining shares were held by Norwest Venture Partners VII-A, L.P. (3,586,619 shares), Norwest Venture Partners VIII, L.P. (8,146,712 shares), and Norwest Venture Partners IX, L.P. (1,586,674 shares). NVP Entrepreneur's Fund VIII, L.P. and NVP Entrepreneurs Fund IX, L.P. no longer held any shares following the Second Distribution. By virtue of his position as managing partner or managing director of the Partnerships and the General Partners, Mr. Still may be deemed to beneficially own such securities. Mr. Still disclaims beneficial ownership of all such shares, except to the extent of his pecuniary interest therein.

6. Shares sold by the General Partners.

7. The prices for these sales ranged from $18.13 to $18.18 per share. The reporting person hereby undertakes to provide, upon written request, to the SEC Staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.

8. Shares sold by the General Partners. Following these sales, the General Partners no longer held any shares.

9. The prices for these sales ranged from $17.12 to $17.18 per share. The reporting person hereby undertakes to provide, upon written request, to the SEC Staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.

	/s/ Kurt L. Betcher, Attorney-In-Fact	03/30/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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