X0304 4/A 2012-02-15 2011-02-17 0 0001107694 RACKSPACE HOSTING, INC. RAX 0001441652 Napier A Lanham C/O RACKSPACE HOSTING, INC. 5000 WALZEM ROAD SAN ANTONIO TX 78218 1 1 0 0 CEO Common Stock 2012-02-15 4 A 0 8083 0 A 395535 D Common Stock 2012-02-15 4 M 0 423278 2.50 A 818813 D Common Stock 2012-02-15 4 S 0 423278 54.5925 D 395535 D Common Stock 3643386 I Shares held by HBSA, LP. Common Stock 37492 I Held in trust for the benefit of Mr. Napier's children. Employee Stock (Option Right to Buy) 54.12 2012-02-15 4 A 0 16957 0 A 2019-02-15 Common Stock 16957 16957 D Employee Stock (Option Right to Buy) 2.50 2012-02-15 4 M 0 423278 0 D 2009-12-12 2015-12-31 Common Stock 423278 1159732 D This second amendment is being filed solely for the purpose of updating the outstanding shares beneficially held by the registrant in consideration of bona fide gifts made in 2011 which were reported on a Form 5 on March 1, 2012. These shares were granted in the form of Restricted Stock Awards (RSA's). 1/4 of the shares under the RSA award shall vest and become unrestricted on each anniversary date of the grant date of February 15, 2012. Granted pursuant to the Rackspace Hosting, Inc. 2007 Long Term Incentive Plan. 1/4 of the options vest annually beginning on the grant date of February 15, 2012. These shares were sold pursuant to Mr. Napier's Rule 10b5-1 trading plan adopted by Mr. Napier on December 14, 2009. The prices for these sales of shares ranged from $53.84 to $55.60 per share. The registrant undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Mr. Napier is the managing general partner and a limited partner of HBSA, LP, a limited partnership. Mr. Napier disclaims any beneficial ownership of shares held by HBSA, LP except to the extent of any pecuniary interest therein. /s/ William Alberts by Power of Attorney 2012-03-01