SEC Form 4 · accession 0001225208-18-016929

SMARTSHEET INC · SMAR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

James N White

Director

Period of report

Dec 18, 2018

Accepted (ET)

Dec 19, 2018 · 6:39 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001366561

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2	Dec 18, 2018	C	108,445	$0.00	A	159,062	I	By Trust
Class A Common Stock^F3	holding	—	—		—	10,000	D
Class A Common Stock^F4	holding	—	—		—	43,557	I	By Ltd Liability Company (SHM)

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F1,F2,F5	—	Dec 18, 2018	C	108,445	D	—	—	Class A Common Stock	108,445	221,602	I
Class B Common Stock^F6,F5	—	holding	—	—	—	—	—	Class A Common Stock	128,509	128,509	I

Explanation of responses

F1Effective December 18, 2018, the reporting person converted 108,445 shares of Class B Common Stock to Class A Common Stock.
F2Shares held by a trust of which the reporting person is a trustee. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.
F3The reporting person shares pecuniary interest in these shares with other individuals pursuant to a contractual relationship. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest in these shares.
F4Shares held by Sutter Hill Management Company, L.L.C. The reporting person is a trustee of a trust which is a member of Sutter Hill Management Company, L.L.C. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.
F5Each share of the issuer's Class B Common Stock will convert into 1 share of issuer's Class A Common Stock (a) at the option of the holder or (b) automatically upon (i) any transfer which occurs after the closing of the issuer's initial public offering ("IPO"), except for certain permitted transfers, or (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less that a majority of the outstanding shares of Class B Common Stock, (y) seven years from the effective date of the IPO and (z) the date that the total number of outstanding Class B Common Stock ceases to represent at least 15% of all outstanding shares of the issuer's common stock, and has no expiration date.
F6Shares held by a limited partnership of which the reporting person is a trustee of a trust which is the general partner. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.