SEC Form 4 · accession 0000899243-18-023098
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
Aug 20, 2018
Accepted (ET)
Aug 22, 2018 · 9:00 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 | Aug 20, 2018 | S | 15,812,500 | $27.2591 | D | 9,816,143 | I | See footnote |
| Common StockF5,F6,F4 | Aug 20, 2018 | J | 3,996,761 | — | D | 5,819,382 | I | See footnote |
| Common StockF5,F7 | Aug 20, 2018 | J | 3,996,761 | — | A | 8,205,934 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Consists of 9,826,954 shares held directly by Thoma Bravo Fund XI, L.P. ("TB Fund XI"), 5,739,150 shares held directly by Thoma Bravo Fund XI-A, L.P. ("TB Fund XI-A") and 246,396 shares held directly by Thoma Bravo Executive Fund XI, L.P. ("TB Exec Fund XI").
- F2Represents the offering price to the public of $28.25 per share, less the underwriters' discount of $0.990852 per share.
- F3Consists of 6,600,789 shares held directly by TB Fund XI, 3,078,190 shares held directly by TB Fund XI-A and 137,164 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 2,783,003 shares held directly by TB Fund XI, 1,160,848 shares held directly by TB Fund XI-A and 52,910 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 60 days from August 15, 2018.
- F6Consists of 3,817,786 shares held directly by TB Fund XI, 1,917,342 shares held directly by TB Fund XI-A and 84,254 shares held directly by TB Exec Fund XI.
- F7Consists of 8,205,934 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.