SEC Form 3

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* Thoma Bravo, LLC (Last) (First) (Middle) C/O THOMA BRAVO, LLC 300 NORTH LASALLE STREET, SUITE 4350 (Street) CHICAGO IL 60654 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/16/2017	3. Issuer Name and Ticker or Trading Symbol Sailpoint Technologies Holdings, Inc. [ SAIL ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	38,679,771(1)	I(2)	See footnote(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Series A Convertible Preferred Stock	(3)	(3)	Common Stock	18,137,245(4)	(3)	I(2)	See footnote(2)

1. Name and Address of Reporting Person* Thoma Bravo, LLC (Last) (First) (Middle) C/O THOMA BRAVO, LLC 300 NORTH LASALLE STREET, SUITE 4350 (Street) CHICAGO IL 60654 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* THOMA BRAVO PARTNERS XI, L.P. (Last) (First) (Middle) 300 NORTH LASALLE STREET, SUITE 4350 (Street) CHICAGO IL 60654 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* THOMA BRAVO FUND XI, L.P. (Last) (First) (Middle) 300 NORTH LASALLE STREET, SUITE 4350 (Street) CHICAGO IL 60654 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* THOMA BRAVO FUND XI-A, L.P. (Last) (First) (Middle) 300 NORTH LASALLE STREET, SUITE 4350 (Street) CHICAGO IL 60654 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* THOMA BRAVO EXECUTIVE FUND XI, L.P. (Last) (First) (Middle) 300 NORTH LASALLE STREET, SUITE 4350 (Street) CHICAGO IL 60654 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Consists of 25,375,671 shares held directly by Thoma Bravo Fund XI, L.P. ("TB Fund XI"), 12,774,288 shares held directly by Thoma Bravo Fund XI-A, L.P. ("TB Fund XI-A") and 559,812 shares held directly by Thoma Bravo Executive Fund XI, L.P. ("TB Exec Fund XI").

2. Thoma 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.

3. Immediately prior to completion of the issuer's initial public offering, each outstanding share of preferred stock will automatically convert into a number of shares of common stock equal to the result of the liquidation value of such share of preferred stock divided by the initial public offering price per share of common stock of $12.00. The liquidation value for each share of preferred stock is equal to $1,000 plus accrued and unpaid dividends on such share of preferred stock. There is no expiration date.

4. Represents the number of shares of common stock to be received upon the conversion of the preferred stock into common stock. Consists of 11,898,857 shares held directly by TB Fund XI, 5,975,856 shares held directly by TB Fund XI-A and 262,532 shares held directly by TB Exec Fund XI.

Remarks:

Exhibit 24.1 Power of Attorney

	/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC	11/16/2017
	/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the General Partner of Thoma Bravo Partners XI, L.P.	11/16/2017
	/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the GP of Thoma Bravo Partners XI, L.P., the GP of Thoma Bravo Fund XI, L.P.	11/16/2017
	/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the GP of Thoma Bravo Partners XI, L.P., the GP of Thoma Bravo Fund XI-A, L.P.	11/16/2017
	/s/ Seth Boro, Managing Partner of Thoma Bravo, LLC, the GP of Thoma Bravo Partners XI, L.P., the GP of Thoma Bravo Executive Fund XI, L.P.	11/16/2017
	** Signature of Reporting Person	Date
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