Rapid7, Inc. (RPD) SEC Filings & Earnings Calls

Board turnover may signal governance changes; accelerated vesting and cash payments to departing directors could raise governance questions.

“payment to each resigning director of an amount equal to the cash compensation such director would have received under the Policy through June 30, 2027 and the accelerated vesting of the unvested portion of each Initial Award and Annual Award” · word for word

Revenue and ARR declining YoY; guidance lowered for Q3 and FY26, indicating sustained demand weakness.

“Revenue -1.5% YoY; ARR -2% YoY; Q3 revenue guidance $208-210M (down ~5% YoY at midpoint).”

Restructuring plan with 12% workforce reduction may disrupt operations and employee morale.

“Restructuring plan to streamline organizational structure; approximately 12% of workforce affected; expected charges $10-11M.”

Integration risk from Kenzo Security acquisition; expected synergies may not materialize.

“our ability to successfully integrate acquired companies, including Kenzo Security, and achieve the expected synergies” · word for word

Macroeconomic uncertainty and competitive pressures could further pressure growth.

“macroeconomic uncertainty, unstable market and economic conditions, competition in the markets in which we operate”

Revenue Decline

“Total revenue $210,883 (2026) vs $214,193 (2025)”

Gross Margin Compression

“Total gross profit $145,338 (2026) vs $151,134 (2025)”

Restructuring Charges

“Restructuring $1,675 (2026)”

Deferred Revenue Decline

“Deferred revenue, current portion $436,710 (June 30, 2026) vs $451,155 (December 31, 2025)”

CEO transition risk, though mitigated by reaffirmed guidance and internal succession.

“CEO change effective June 1, 2026.”

Revenue Growth Stagnation

“Product subscriptions revenue was essentially flat year-over-year at $204 million, indicating potential market saturation or competitive pressure.”

Gross Margin Pressure

“Gross profit decreased from $150.8 million in Q1 2025 to $144.9 million in Q1 2026, driven by higher cost of revenue.”

ARR decline signals potential customer churn or pricing pressure.

“ARR decreased 0.6% YoY to $832M.”

Revenue decline may indicate market saturation or competitive pressure.

“Total revenue decreased 0.3% YoY.”

Acquisition integration risk from Kenzo Security.

“Acquisition of Kenzo Security announced in March.”

ARR growth stagnation

“Net ARR was $0.0M, below threshold of $30M; ARR target missed.”

Revenue growth deceleration

“Total revenue growth slowed to 2% YoY.”

Profitability decline

“Non-GAAP Operating Income declined 17% YoY; Adjusted EBITDA declined 14% YoY.”

Executive compensation misalignment

“Bonus and PSU payouts at 50% of target due to ARR miss.”

Stock price decline

“CEO compensation actually paid dropped 78% due to stock price decline from $40.23 to $15.20.”

Activist involvement may lead to strategic shifts, cost cuts, or M&A; board seat suggests potential for operational changes

“JANA Partners, an activist investor, gains board representation via Nomination and Support Agreement”

Activist pressure may lead to disruptive changes

“JANA is a known activist; board seat could lead to strategic shifts, M&A, or cost cuts that may not align with long-term vision.”

Activist pressure may lead to disruptive changes

“JANA is a known activist; board seat could lead to strategic shifts, M&A, or cost cuts that may not align with long-term vision.”

Competitive pressure from AI adoption

“Our competitors may more successfully incorporate AI into their products, gain or leverage superior access to certain AI technologies, and achieve higher market acceptance of their AI solutions.” · word for word

Customer renewal and expansion risk

“Our business and growth depend substantially on customers renewing and expanding their subscriptions with us.” · word for word

Macroeconomic uncertainty

“Prolonged economic uncertainties or downturns could adversely affect our business operations or financial results.” · word for word

ARR growth stagnation and guidance decline signal demand headwinds in cybersecurity market.

“ARR flat YoY at $840M; Q1 2026 ARR guidance ~$830M (-1% YoY); FY2026 revenue guidance $835-843M (-2 to -3% YoY).”

Customer count flat at ~11,500 indicates limited new customer acquisition.

“Total customers of over 11,500 (flat vs prior quarter).”

Declining net income

“Net income $9,809 and $15,410 for the three months ended September 30, 2025 and 2024, respectively.”

High goodwill balance

“Goodwill $575,268 as of September 30, 2025.”

ARR growth deceleration to 2% YoY and Q4 revenue guidance implying decline signal demand headwinds.

“ARR growth 2% YoY; Q4 2025 revenue guidance -1 to 0% YoY.”

CFO transition introduces execution risk during a period of slowing growth.

“CFO Tim Adams retiring; Rafe Brown appointed effective Dec 1, 2025.”