SentinelOne, Inc.
444 Castro Street, Suite 400
Mountain View, California 94041
June 28, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Technology
100 F Street, NE
Washington, DC 20549
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| Attention: | Jan Woo, Legal Branch Chief Alexandra Barone, Staff Attorney Robert Littlepage, Accounting Branch Chief Joseph Kempf, Senior Staff Accountant |
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| Re: | SentinelOne, Inc. Registration Statement on Form S-1 (File No. 333-256761) originally filed June 3rd, 2021, as amended, and corresponding Registration Statement on Form 8-A (File No. 001-40531) filed June 22, 2021 |
Requested Date: June 29, 2021
Requested Time: 4:00 PM Eastern Time
Ladies and Gentlemen:
SentinelOne, Inc. (the “Registrant”) hereby requests that the U.S. Securities and Exchange Commission take appropriate action to declare the above-captioned Registration Statements on Form S-1 and Form 8-A effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable.
The Registrant hereby authorizes Ran Ben-Tzur or David A. Bell, both of whom are attorneys with the Registrant’s outside legal counsel, Fenwick & West LLP, to orally modify or withdraw this request for acceleration.
The Registrant requests that it be notified of such effectiveness by a telephone call to Mr. Ben-Tzur at (650) 335-7613 or, in his absence, Mr. Bell at (650) 335-7130.
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| Sincerely, |
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| SENTINELONE, INC. |
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| By: | /s/ David Bernhardt |
| David Bernhardt |
| Chief Financial Officer |
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| cc: | Tomer Weingarten, Chairman of the Board of Directors, President and Chief Executive Officer Efraim Harari, Chief Legal and Trust Officer |
| SentinelOne, Inc. |
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| Cynthia Hess, Esq. |
| Steven Levine, Esq. |
| Ran Ben-Tzur, Esq. |
| David A. Bell, Esq. |
| Henry Pruitt, Esq. |
| Lailey Rezai, Esq. |
| Fenwick & West LLP |
[Signature Page to Company Acceleration Request Letter]
