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SEC Company Response from Rapid7, Inc. (RPD) (CIK 0001560327) (RPD) — May 31, 2017

Rapid7, Inc. (RPD) (CIK 0001560327)
Date: May 31, 2017 · CIK: 0001560327 · Accession: 0001193125-17-189262

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File numbers found in text: 333-218189

Date
May 31, 2017
Author
Jeff Kalowski
Form
CORRESP
Company
Rapid7, Inc. (RPD) (CIK 0001560327)

Letter

Via EDGAR Division of Corporation Finance Requested Date: Friday, June 2, 2017 Requested Time: 3:30 P.M. Eastern Daylight Time

Dear Mr. Griswold:

In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant (the “Registrant”) hereby requests that the Securities and Exchange Commission take appropriate action to cause the above-referenced Registration Statement on Form S-3 (File No. 333-218189) (the “Registration Statement”) to become effective on June 2, 2017, at 3:30 p.m. Eastern Daylight Time, or as soon thereafter as is practicable.

Once the Registration Statement has been declared effective, please orally confirm that event with Nicole Brookshire of Cooley LLP, counsel to the Registrant, at (617) 937-2357, or in her absence, Courtney Thorne at (617) 937-2318.

Very truly yours,
Rapid7, Inc.

Show Raw Text
CORRESP
1
filename1.htm

Acceleration Request

 RAPID7, INC.

100 Summer Street

 Boston,
Massachusetts 02110

 May 31, 2017

 Via
EDGAR

 U.S. Securities and Exchange Commission

 Division of
Corporation Finance

 100 F Street, N.E.

 Washington, D.C.
20549

Attn:

Ivan Griswold

Re:

Rapid7, Inc.

Registration Statement on Form S-3

File No. 333-218189

Acceleration Request

Requested Date:

Friday, June 2, 2017

Requested Time:

3:30 P.M. Eastern Daylight Time

 Dear Mr. Griswold:

 In
accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant (the “Registrant”) hereby requests that the Securities and Exchange Commission take appropriate action to cause the
above-referenced Registration Statement on Form S-3 (File No. 333-218189) (the “Registration Statement”) to become effective on June 2,
2017, at 3:30 p.m. Eastern Daylight Time, or as soon thereafter as is practicable.

 Once the Registration Statement has been declared effective, please
orally confirm that event with Nicole Brookshire of Cooley LLP, counsel to the Registrant, at (617) 937-2357, or in her absence, Courtney Thorne at (617) 937-2318.

Very truly yours,

Rapid7, Inc.

By:

 /s/ Jeff Kalowski

Jeff Kalowski

Chief Financial Officer

cc:

Corey Thomas, Rapid7, Inc.

Peter Kaes, Rapid7, Inc.

Nicole C. Brookshire, Cooley LLP

Courtney T. Thorne, Cooley LLP