4//SEC Filing
Schmitt Christopher 4
Accession 0001627857-22-000108
CIK 0001627857other
Filed
Aug 15, 8:00 PM ET
Accepted
Aug 16, 6:07 PM ET
Size
22.0 KB
Accession
0001627857-22-000108
Insider Transaction Report
Form 4
Schmitt Christopher
General Counsel and Secretary
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2022-08-16−29,646→ 0 totalExercise: $39.75Exp: 2032-02-10→ Common Stock (29,646 underlying) - Disposition to Issuer
Stock Option (right to buy)
2022-08-16−24,623→ 0 totalExercise: $29.92Exp: 2029-02-07→ Common Stock (24,623 underlying) - Disposition to Issuer
Common Stock
2022-08-16−59,609→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2022-08-16−18,119→ 0 totalExercise: $60.78Exp: 2031-02-17→ Common Stock (18,119 underlying) - Disposition to Issuer
Stock Option (right to buy)
2022-08-16−12,741→ 0 totalExercise: $12.00Exp: 2027-11-16→ Common Stock (12,741 underlying) - Disposition to Issuer
Stock Option (right to buy)
2022-08-16−15,384→ 0 totalExercise: $3.17Exp: 2027-03-24→ Common Stock (15,384 underlying) - Disposition to Issuer
Stock Option (right to buy)
2022-08-16−25,139→ 0 totalExercise: $25.42Exp: 2030-02-05→ Common Stock (25,139 underlying)
Footnotes (9)
- [F1]Pursuant to the Agreement and Plan of Merger, dated April 10, 2022 (the Merger Agreement), by and among SailPoint Technologies Holdings, Inc. (Issuer), SailPoint Intermediate Holdings III, LP (f/k/a Project Hotel California Holdings, LP) (Parent) and Project Hotel California Merger Sub, Inc. (Merger Sub), on August 16, 2022, Merger Sub merged with and into Issuer, with Issuer surviving the merger as a wholly-owned subsidiary of Parent (such merger and the other transactions contemplated by the Merger Agreement, the Merger). At the effective time of the Merger, each then outstanding share of Issuer common stock was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $65.25, without interest thereon and less any applicable withholding taxes.
- [F2]Includes restricted stock units (RSUs). At the Effective Time, each RSU award that was vested and outstanding immediately prior to the Effective Time (Vested RSU) was automatically cancelled and converted into the right to receive an amount in cash, without interest, equal to $65.25 multiplied by the total number of shares of such Vested RSU, subject to any required withholding of taxes. Each RSU that was outstanding immediately prior to the Effective Time and not a Vested RSU (Unvested RSU) was automatically converted into the contingent right to receive an amount in cash, without interest, equal to $65.25 multiplied by the total number of shares underlying such RSU, in each case subject to the same terms and conditions that applied to the Unvested RSU as in effect immediately prior to the Effective Time.
- [F3]Each option to purchase shares of Issuer common stock (Option) that was vested and outstanding immediately prior to the Effective Time (Vested Option) was automatically cancelled and converted into the right to receive an amount in cash, without interest, equal to (x) the difference between $65.25 and the per share exercise price of such Vested Option, multiplied by (y) the total number of shares underlying such Vested Option, subject to any required withholding of taxes. Each Option that was outstanding but unvested immediately prior to the Effective Time (Unvested Option) was automatically converted into the contingent right to receive an amount in cash, without interest, equal to (x) the difference between $65.25 and the per share exercise price of such Unvested Option multiplied by (y) the total number of shares underlying such Unvested Option, in each case subject to the same terms and conditions that applied to the Unvested Option immediately prior to the Effective Time.
- [F4]This Option was granted on March 24, 2017. As to 35,000 shares, 25% vested on March 13, 2018 and the remaining 75% vested in equal installments on a monthly basis over the 36-month period following March 13, 2018. As to the other 35,000 shares, (i) 7,280 vested on January 15, 2018; (ii) 26,250 vested in equal installments on each of January 15, 2019, January 15, 2020, and January 15, 2021; and (iii) 1,470 vested on April 15, 2021.
- [F5]This Option was granted on November 16, 2017. 25% vested on the first anniversary of the date of grant and then 1/48th vested each month thereafter, such that 100% of the award had vested on the fourth anniversary of the date of grant.
- [F6]This Option was granted on February 7, 2019. 25% vested on the first anniversary of the date of grant and then 1/48th vests each month thereafter, such that 100% of the award will be vested on the fourth anniversary of the date of grant.
- [F7]This Option was granted on February 5, 2020. 25% vested on the first anniversary of the date of grant and then 1/48th vests each month thereafter, such that 100% of the award will be vested on the fourth anniversary of the date of grant.
- [F8]This Option was granted on February 17, 2021. 25% vested on the first anniversary of the date of grant and then 1/48th vests each month thereafter, such that 100% of the award will be vested on the fourth anniversary of the date of grant.
- [F9]This Option was granted on February 10, 2022. 25% vests on the first anniversary of the date of grant and then 1/48th vests each month thereafter, such that 100% of the award will be vested on the fourth anniversary of the date of grant.
Documents
Issuer
Sailpoint Technologies Holdings, Inc.
CIK 0001627857
Entity typeother
Related Parties
1- filerCIK 0001820482
Filing Metadata
- Form type
- 4
- Filed
- Aug 15, 8:00 PM ET
- Accepted
- Aug 16, 6:07 PM ET
- Size
- 22.0 KB