Sec Form 3 Filing - Searchlight Capital Partners II GP, LLC @ Rackspace Technology, Inc. - 2020-08-04

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Searchlight Capital Partners II GP, LLC 2. Issuer Name and Ticker or Trading Symbol Rackspace Technology, Inc. [ RXT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 745 FIFTH AVENUE, 27TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 08/04/2020 (Street) NEW YORK, NY10151 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12,000,000 I See footnote ( 1 ) ( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Searchlight Capital Partners II GP, L LC 745 FIFTH AVENUE, 27TH FLOOR NEW YORK, NY10151 X Searchlight Capital Partners II GP, L.P. 745 FIFTH AVENUE, 27TH FLOOR NEW YORK, NY10151 X Searchlight Capital II, L.P. 745 FIFTH AVENUE, 27TH FLOOR NEW YORK, NY10151 X Searchlight Capital II PV, L.P. 745 FIFTH AVENUE, 27TH FLOOR NEW YORK, NY10151 X Signatures Searchlight Capital Partners II GP, LLC By: /s/ Darren Glatt, authorized person 08/04/2020 Signature of Reporting Person Date Searchlight Capital Partners II GP, L.P. By: Searchlight Capital Partners II GP, LLC, its general partner By: /s/ Darren Glatt, authorized person 08/04/2020 Signature of Reporting Person Date Searchlight Capital II, L.P. By: Searchlight Capital Partners II GP, L.P., its general partner By: /s/ Darren Glatt, authorized person 08/04/2020 Signature of Reporting Person Date Searchlight Capital II PV, L.P. By: Searchlight Capital Partners II GP, L.P., its general partner By: /s/ Darren Glatt, authorized person 08/04/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents 5,968,451 securities held of record by Searchlight Capital II, L.P. and 6,031,549 securities held of record by Searchlight Capital II PV, L.P. (the "Record Holders"). Searchlight Capital Partners II GP, L.P. (the "GP LP") is the general partner of the Record Holders and Searchlight Capital Partners II GP, LLC is the general partner of the GP LP (the foregoing, collectively, together with the Record Holders, the "Reporting Persons"). Erol Uzumeri, Eric Zinterhofer and Oliver Haarmann are members of the board of managers of Searchlight Capital Partners II GP, LLC. ( 2 )Each of the Reporting Persons, and Messrs. Uzumeri, Zinterhofer and Haarmann, disclaim beneficial ownership of any shares of Rackspace Technologies, Inc.'s common stock held of record by the Record Holders or that may be beneficially owned by any of the other Reporting Persons, in each case except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks: For purposes of Section 16 of the Exchange Act, the Reporting Persons may be deemed to be a director by deputization of Rackspace Technologies, Inc. As a result, the "Director" box is marked in Item 4 of this Form 3.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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