X0306 4 2013-06-28 0 0001313911 Rally Software Development Corp RALY 0001573545 Mesikapp Kenneth M C/O RALLY SOFTWARE DEVELOPMENT CORP. 3333 WALNUT STREET BOULDER CO 80301 0 1 0 0 CAO, VP & Asst Sec Common Stock 2013-06-28 4 A 0 4500 0 A 11500 D Stock Option (right to buy) 24.82 2013-06-28 4 A 0 6000 0 A 2023-06-27 Common Stock 6000 6000 D Represents shares issued as restricted stock units ("RSUs") under the Issuer's 2013 Equity Incentive Plan (the "Plan") that were received as an award, for no consideration. The RSUs vest in a series of four successive annual installments beginning on June 28, 2013, provided in each case that the Reporting Person's continuous service to the Issuer has not been terminated as defined in or as determined under the Plan. Grant to the Reporting Person of a stock option under the Plan. The option vests and becomes exercisable in a series of 48 successive equal monthly installments beginning on June 28, 2013, provided in each case that the Reporting Person's continuous service to the Issuer has not been terminated as defined in or as determined under the Plan. The option expires ten years after the date of grant. /s/ Matthew P. Dubofsky, Attorney-in-Fact 2013-07-02