Rackspace Technology, Inc.
For the period ended Dec 31, 2025. Filed Mar 6, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 6, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Table of Contents
| PART I | ||
|---|---|---|
| Item 1. | Business | 7 |
| Item 1A. | Risk Factors | 17 |
| Item 1B. | Unresolved Staff Comments | 45 |
| Item 1C. | Cybersecurity | 46 |
| Item 2. | Properties | 48 |
| Item 3. | Legal Proceedings | 48 |
| Item 4. | Mine Safety Disclosures | 48 |
| PART II | ||
| Item 5. | Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 49 |
| Item 6. | [Reserved] | 50 |
| Item 7. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 51 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 87 |
| Item 8. | Financial Statements and Supplementary Data | 88 |
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 154 |
| Item 9A. | Controls and Procedures | 154 |
| Item 9B. | Other Information | 155 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 155 |
| PART III | ||
| Item 10. | Directors, Executive Officers and Corporate Governance | 156 |
| Item 11. | Executive Compensation | 156 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 156 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 156 |
| Item 14. | Principal Accountant Fees and Services | 156 |
| PART IV | ||
| Item 15. | Exhibits and Financial Statement Schedules | 157 |
| Item 16. | 10-K Summary | 157 |
| Signatures | 162 | |
COMMONLY USED OR DEFINED TERMS
| Term | Definition |
|---|---|
| 2017 Incentive Plan | Rackspace Technology, Inc. Equity Incentive Plan |
| 2020 Incentive Plan | Rackspace Technology, Inc. 2020 Equity Incentive Plan |
| 3.50% FLSO Senior Secured Notes | First lien second out senior secured notes due 2028 |
| 3.50% FLSO Senior Secured Notes Indenture | Indenture governing the 3.50% FLSO Senior Secured Notes |
| 3.50% Notes Indenture | Indenture governing the 3.50% Senior Secured Notes |
| 3.50% Senior Secured Notes | 3.50% Senior Secured Notes due 2028 |
| 5.375% Notes Indenture | Indenture governing the 5.375% Senior Notes |
| 5.375% Senior Notes | 5.375% Senior Notes due 2028 |
| ABRY | ABRY Partners, LLC and ABRY Partners II, LLC, collectively |
| AI | Artificial intelligence |
| APJ | Asia Pacific and Japan |
| Apollo | Apollo Global Management, Inc. and its subsidiaries |
| ASC | Accounting Standards Codification |
| ASC 420 | Accounting Standards Codification No. 420, Exit or Disposal Cost Obligations |
| ASC 606 | Accounting Standards Codification No. 606, Revenue from Contracts with Customers |
| ASC 842 | Accounting Standards Codification No. 842, Leases |
| ASC 860 | Accounting Standards Codification No. 860, Transfers and Servicing |
| ASU | Accounting Standards Update |
| AWS | Amazon Web Services |
| Board | Board of Directors of Rackspace Technology, Inc. |
| Citi | Citibank, N.A. |
| Datapipe | Datapipe Parent, Inc. |
| E.U. | European Union |
| EBITDA | Earnings before interest, taxes, depreciation, and amortization |
| EMEA | Europe, Middle East and Africa |
| EPS | Earnings per share |
| ESPP | Employee Stock Purchase Plan |
| Exchange Act | Securities Exchange Act of 1934, as amended |
| FASB | Financial Accounting Standards Board |
| First Lien Credit Agreement | Credit agreement governing the Senior Facilities |
| FLFO Term Loan Facility | First lien first out senior secured term loans |
| FLSO Term Loan Facility | First lien second out senior secured term loans |
| GAAP | Accounting principles generally accepted in the United States of America |
| GenAI | Generative AI |
| Incentive Plans | 2017 Incentive Plan and 2020 Incentive Plan, together |
| Inception Parent | Inception Parent, Inc. |
| Indentures | 5.375% Notes Indenture, 3.50% Notes Indenture and 3.50% FLSO Senior Secured Notes Indenture, together |
| IRC | Internal Revenue Code |
| IRS | U.S. Internal Revenue Service |
| LIBOR | London Interbank Offered Rate |
| MD&A | Management's Discussion and Analysis of Financial Condition and Results of Operations |
| MEIA | Master Economic Incentives Agreement |
| MOIC | Multiple of invested capital |
|---|---|
| Nasdaq | The Nasdaq Stock Market LLC |
| New First Lien Credit Agreement | Credit agreement governing the New Senior Facilities |
| New Revolving Credit Facility | Senior secured first lien first out revolving credit facility |
| New Senior Facilities | FLFO Term Loan Facility, FLSO Term Loan Facility and New Revolving Credit Facility, together |
| Prior Revolving Credit Facility | Senior secured first lien revolving credit facility |
| PNC | PNC Bank, National Association |
| PSUs | Performance stock units |
| R&D | Research and development |
| Rackspace Acquisition | November 3, 2016 acquisition of Rackspace Hosting, Inc. (now named Rackspace Technology Global, Inc.) by Inception Parent, Inc. |
| Rackspace Hosting | Rackspace Hosting, Inc. |
| Rackspace Technology | Rackspace Technology, Inc. |
| Rackspace Technology Global | Rackspace Technology Global, Inc. |
| Rackspace US | Rackspace US, Inc. |
| Rackspace Finance | Rackspace Finance, LLC |
| Rackspace Finance Holdings | Rackspace Finance Holdings, LLC |
| Receivables Purchase Facility | Accounts receivable purchase agreement entered into on September 29, 2023 |
| RSUs | Restricted stock units |
| SaaS | Software-as-a-service |
| SEC | Securities and Exchange Commission |
| Securities Act | Securities Act of 1933, as amended |
| Senior Facilities | Term Loan Facility and Prior Revolving Credit Facility, together |
| SG&A | Selling, general and administrative |
| SOFR | Secured Overnight Financing Rate |
| SPV | Special purpose vehicle |
| SSP | Standalone selling price |
| Term Loan Facility | Senior secured first lien term loan facility |
| U.K. | United Kingdom |
| U.S. | United States |
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report contains certain information that may constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. While we have specifically identified certain information as being forward-looking in the context of its presentation, we caution you that all statements contained in this report that are not clearly historical in nature, including statements regarding anticipated financial performance, management’s plans and objectives for future operations, business prospects, market conditions, and other matters are forward-looking. Forward-looking statements are contained principally in the sections of this report entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Without limiting the generality of the preceding sentence, any time we use the words “expects,” “intends,” “will,” “anticipates,” “believes,” “confident,” “continue,” “propose,” “seeks,” “could,” “may,” “should,” “estimates,” “forecasts,” “might,” “goals,” “objectives,” “targets,” “planned,” “projects,” and similar expressions, we intend to clearly express that the information deals with possible future events and is forward-looking in nature. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking.
Forward-looking information involves risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied in, or reasonably inferred from, such statements, and the risks and uncertainties disclosed or referenced in Part I Item 1A. of this report under the heading “Risk Factors.” Therefore, caution should be taken not to place undue reliance on any such forward-looking statements. Much of the information in this report that looks toward future performance of the company is based on various factors and important assumptions about future events that may or may not actually occur. As a result, our operations and financial results in the future could differ materially and substantially from those we have discussed in the forward-looking statements included in this Annual Report. We assume no obligation (and specifically disclaim any such obligation) to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.
TRADEMARKS, TRADE NAMES AND SERVICE MARKS
“Rackspace,” “Rackspace Technology,” “Fanatical,” “Fanatical Experience,” “Rackspace Fabric,” Rackspace Data Freedom,” “Rackspace Services for VMware Cloud™” and “MyRackspace” are registered or unregistered trademarks of Rackspace US, Inc. in the U.S. and/or other countries. OpenStack® is a registered trademark of OpenStack, LLC and OpenStack Foundation in the U.S. Solely for convenience, trademarks, trade names and service marks referred to in this Annual Report may appear without the ® or ™ symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensor to these trademarks, trade names and service marks. Other trademarks, trade names and service marks appearing in this Annual Report are the property of their respective holders. We do not intend our use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other companies.
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