SailPoint, Inc.
For the period ended Oct 31, 2025. Filed Dec 10, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Oct 31, 2025 · Filed Dec 10, 2025
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Item 5. Other Information
Insider Trading Arrangements
During the three months ended October 31, 2025, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) informed us of theadoption ortermination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as described in the table below:
| Name and Title | Action | Date of Adoption or Termination | Character of Trading Arrangement(1) | Aggregate Number of Shares of Common Stock to be Purchased or Sold Pursuant to Trading Arrangement | Duration |
|---|---|---|---|---|---|
| Matt Mills, President | Adoption | September 19, 2025 | Rule 10b5-1 trading arrangement | Up to 240,000 shares to be sold | December 15, 2026(2) |
| Mark McClain, Chief Executive Officer and Director | Adoption | October 3, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to all equity awards that have or may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
| Matt Mills, President | Adoption | October 3, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to all equity awards that have or may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
|---|---|---|---|---|---|
| Brian Carolan, Chief Financial Officer | Adoption | October 3, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to all equity awards that have or may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
| Abby Payne, Chief People Officer | Adoption | October 3, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to all equity awards that have or may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
| Mitra Rezvan, Chief Accounting Officer | Adoption | October 5, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to all equity awards that have or may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
| Chris Schmitt, Executive Vice President, General Counsel, and Secretary | Adoption | October 6, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to all equity awards that have or may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
| Chandrasekar (Chandra) Gnanasambandam, Executive Vice President of Product and Chief Technology Officer | Adoption | October 6, 2025 | Rule 10b5-1 trading arrangement (sell-to-cover transactions relating to certain equity awards that have granted and all equity awards that may be granted) | Indeterminable number of shares to be sold(3) | Indeterminable(3) |
(1) Each trading arrangement listed as a “Rule 10b5-1 trading arrangement” is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act (the “Rule”) and, among other things, only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule.
(2) This trading arrangement permits transactions through and including the earliest to occur of (a) the completion of all sales of shares subject to the arrangement, (b) the date listed in the “Duration” column, and (c) the occurrence of such other termination event as specified in the arrangement.
(3) This sell-to-cover arrangement provides solely for the automatic sale of shares that would otherwise be issuable in respect of a covered equity award in an amount sufficient to satisfy the applicable withholding obligation, with the proceeds of the sale delivered to the Company in satisfaction of the applicable withholding obligation. The number of shares that will be sold pursuant to this trading arrangement to satisfy applicable tax withholding obligations upon vesting is not currently determinable because the number will vary depending on the market price of our common stock, the extent to which vesting conditions are satisfied, and future equity awards, if any. The duration of this arrangement is also not currently determinable because the expiration date is dependent on future events that cannot be known at this time, including the final vest date of equity awards subject to this trading arrangement and the officer’s termination of service.
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