| 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 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 02/05/2019 | 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)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 27,206 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Stock Option (right to buy) | (1) | 08/18/2025 | Common Stock | 97,840 | 2.42 | D | |
| Stock Option (right to buy) | (2) | 02/01/2027 | Common Stock | 7,292 | 3.17 | D | |
| Stock Option (right to buy) | (3) | 09/24/2027 | Common Stock | 24,868 | 3.49 | D | |
| Stock Option (right to buy) | (4) | 11/16/2027 | Common Stock | 70,833 | 12 | D | |
| Explanation of Responses: |
| 1. Stock options granted on August 19, 2015 (a) as to 37,840 shares, 25% of which vest on August 19, 2016 and then the remaining of which vest in equal installments on a monthly basis over the 36-month period following August 19, 2016, and (b) as to the remaining 60,000 shares, (i) a number of which vest on January 15 of the calendar year following the year in which the grant date occurred ("First Annual Vest Date") equal to the total number of such shares multiplied by the number of days between the grant date and January 1 of the calendar year following the year in which the grant date occurred and divided by 1,460; (ii) 75% of which vest in equal installments on each of the first, second and third anniversaries of the First Annual Vest Date; and (iii) the remaining of which vest on the 15th day of the calendar month following the month in which the fourth anniversary of the grant date occurs. |
| 2. Stock options granted on February 2, 2017 (a) as to 3,438 shares, 25% of which vest on February 2, 2018 and then the remaining of which vest in equal installments on a monthly basis over the 36-month period following February 2, 2018, and (b) as to the remaining 3,854 shares, (i) a number of which vest on the First Annual Vest Date equal to the total number of such shares multiplied by the number of days between the grant date and January 1 of the calendar year following the year in which the grant date occurred and divided by 1,460; (ii) 75% of which vest in equal installments on each of the first, second and third anniversaries of the First Annual Vest Date; and (iii) the remaining of which vest on the 15th day of the calendar month following the month in which the fourth anniversary of the grant date occurs. |
| 3. Stock options granted on September 25, 2017 (a) as to 7,081 shares, 25% of which vest on September 25, 2018 and then the remaining of which vest in equal installments on a monthly basis over the 36-month period following September 25, 2018, and (b) as to the remaining 17,787 shares, (i) a number of which vest on the First Annual Vest Date equal to the total number of such shares multiplied by the number of days between the grant date and January 1 of the calendar year following the year in which the grant date occurred and divided by 1,460; (ii) 75% of which vest in equal installments on each of the first, second and third anniversaries of the First Annual Vest Date; and (iii) the remaining of which vest on the 15th day of the calendar month following the month in which the fourth anniversary of the grant date occurs. |
| 4. Stock options granted on November 16, 2017, 25% of which vest on the first anniversary of the date of grant and then 1/48th of which vest on each monthly anniversary of the date of grant thereafter, such that 100% of the award will be vested on the fourth anniversary of the date of grant. |
| Remarks: |
| /s/ Christopher G. Schmitt, attorney-in-fact | 02/11/2019 | |
| ** 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. | ||
