SEC Form 4 · accession 0000899243-18-014592
Sailpoint Technologies Holdings, Inc. · SAIL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Thoma Bravo, LLC
10% Owner
THOMA BRAVO FUND XI, L.P.
10% Owner
THOMA BRAVO FUND XI-A, L.P.
10% Owner
THOMA BRAVO EXECUTIVE FUND XI, L.P.
10% Owner
THOMA BRAVO PARTNERS XI, L.P.
10% Owner
Period of report
May 29, 2018
Accepted (ET)
May 31, 2018 · 8:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001627857
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | May 29, 2018 | S | 20,479,200 | $21.6637 | D | 29,837,816 | I | See footnote |
| Common StockF5,F6,F4 | May 29, 2018 | J | 4,209,173 | — | D | 25,628,643 | I | See footnote |
| Common StockF7,F5 | May 29, 2018 | J | 4,209,173 | — | A | 4,209,173 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Consists of 13,435,277 shares held directly by Thoma Bravo Fund XI, L.P. ("TB Fund XI"), 6,747,528 shares held directly by Thoma Bravo Fund XI-A, L.P. ("TB Fund XI-A") and 296,395 shares held directly by Thoma Bravo Executive Fund XI, L.P. ("TB Exec Fund XI").
- F2Represents the offering price to the public of $22.50 per share, less the underwriters' discount of $0.836325 per share.
- F3Consists of 19,574,959 shares held directly by TB Fund XI, 9,830,983 shares held directly by TB Fund XI-A and 431,874 shares held directly by TB Exec Fund XI.
- F4Thoma 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.
- F5Represents a distribution of 3,147,216 shares held directly by TB Fund XI, 1,013,643 shares held directly by TB Fund XI-A and 48,314 shares held directly by TB Exec Fund XI, in each case to TB Partners XI. The shares are subject to customary lock-up restrictions until 90 days from May 23, 2018.
- F6Consists of 16,427,743 shares held directly by TB Fund XI, 8,817,340 shares held directly by TB Fund XI-A and 383,560 shares held directly by TB Exec Fund XI.
- F7Consists of 4,209,173 shares held directly by TB Partners XI following the distributions described in footnote (5). TB, LLC is the general partner of TB Partners XI. By virtue of this relationship, TB, LLC may be deemed to exercise voting and dispositive power with respect to the shares held by TB Partners XI. TB, LLC disclaims beneficial ownership of the shares owned by TB Partners XI except to the extent of its pecuniary interest therein.