SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 11/16/2017 | 3. Issuer Name and Ticker or Trading Symbol Sailpoint Technologies Holdings, Inc. [ SAIL ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Beneficially Owned | |||
---|---|---|---|
1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 38,679,771(1) | I(2) | See footnote(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | (3) | (3) | Common Stock | 18,137,245(4) | (3) | I(2) | See footnote(2) |
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
Explanation of Responses: |
1. Consists of 25,375,671 shares held directly by Thoma Bravo Fund XI, L.P. ("TB Fund XI"), 12,774,288 shares held directly by Thoma Bravo Fund XI-A, L.P. ("TB Fund XI-A") and 559,812 shares held directly by Thoma Bravo Executive Fund XI, L.P. ("TB Exec Fund XI"). |
2. Thoma Bravo Partners XI, L.P. ("TB Partners XI") is the general partner of each of TB Fund XI, TB Fund XI-A and TB Exec Fund XI. Thoma Bravo, LLC ("TB, LLC") is the general partner of TB Partners XI. By virtue of the relationships described in this footnote, TB, LLC may be deemed to exercise voting and dispositive power with respect to the shares held by TB Fund XI, TB Fund XI-A and TB Exec Fund XI. Each of TB Partners XI and TB, LLC disclaims beneficial ownership of the shares owned by TB Fund XI, TB Fund XI-A and TB Exec Fund XI except to the extent of its pecuniary interest therein. |
3. Immediately prior to completion of the issuer's initial public offering, each outstanding share of preferred stock will automatically convert into a number of shares of common stock equal to the result of the liquidation value of such share of preferred stock divided by the initial public offering price per share of common stock of $12.00. The liquidation value for each share of preferred stock is equal to $1,000 plus accrued and unpaid dividends on such share of preferred stock. There is no expiration date. |
4. Represents the number of shares of common stock to be received upon the conversion of the preferred stock into common stock. Consists of 11,898,857 shares held directly by TB Fund XI, 5,975,856 shares held directly by TB Fund XI-A and 262,532 shares held directly by TB Exec Fund XI. |
Remarks: |
Exhibit 24.1 Power of Attorney |
/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC | 11/16/2017 | |
/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the General Partner of Thoma Bravo Partners XI, L.P. | 11/16/2017 | |
/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the GP of Thoma Bravo Partners XI, L.P., the GP of Thoma Bravo Fund XI, L.P. | 11/16/2017 | |
/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the GP of Thoma Bravo Partners XI, L.P., the GP of Thoma Bravo Fund XI-A, L.P. | 11/16/2017 | |
/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the GP of Thoma Bravo Partners XI, L.P., the GP of Thoma Bravo Executive Fund XI, L.P. | 11/16/2017 | |
** Signature of Reporting Person | Date | |
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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |