SailPoint (SAIL) CEO McClain sells 211K shares in tax-related 10b5-1 trades
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
SailPoint, Inc. Chief Executive Officer Mark D. McClain reported open-market sales of a total of 211,454 shares of common stock on July 7 and July 8, 2026. The shares were sold at weighted average prices of $16.0515, $16.7290 and $15.4152 per share under a Rule 10b5-1 trading plan and a mandatory sell-to-cover provision related to restricted stock unit tax withholding. Following these transactions, he holds 8,093,870 shares directly and 17,335 and 52,004 shares indirectly through family trusts.
Positive
- None.
Negative
- None.
Insights
CEO sales are pre-planned and tied to RSU tax withholding, with a large stake retained.
Chief Executive Officer Mark D. McClain reported selling 211,454 shares of SailPoint, Inc. common stock in three open-market transactions on July 7–8, 2026. Reported prices per share were $16.0515, $16.7290 and $15.4152.
Footnotes state these trades were executed under a Rule 10b5-1 trading plan and pursuant to a mandatory sell-to-cover provision in his Restricted Stock Unit Agreement to satisfy tax withholding on vesting. That framing suggests these are mechanistic, compensation-related sales rather than discretionary timing of the market.
After the sales, McClain continues to hold 8,093,870 shares directly, plus 17,335 and 52,004 shares held indirectly through family trusts as of July 7–8, 2026. The filing shows no derivative positions remaining or exercised in this period; subsequent company filings may provide further context on future equity awards or trading-plan activity.
Insider Trade Summary 10b5-1
Net Seller: 211,454 shares ($3,362,813)
Net Sell
5 txns
Insider
McClain Mark D.
Role
Chief Executive Officer
Sold
211,454 shs ($3.36M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 93,260 | $15.4152 | $1.44M |
| Sale | Common Stock | 76,865 | $16.0515 | $1.23M |
| Sale | Common Stock | 41,329 | $16.729 | $691K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 8,093,870 shares (Direct, null);
Common Stock — 52,004 shares (Indirect, By McClain GMM 2015 Trust)
Footnotes (1)
- These trades were executed under a Rule 10b5-1 trading plan and pursuant to a mandatory sell-to-cover provision in the Reporting Person's underlying Restricted Stock Unit Agreement for the satisfaction of tax withholding obligations in connection with the vesting of restricted stock units and consequently do not represent discretionary trades by the Reporting Person. On July 7, 2026, the Reporting Person sold 76,865 shares in multiple trades at prices ranging from $15.55 to $16.545 per share. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were effected. On July 7, 2026, the Reporting Person sold 41,329 shares in multiple trades at prices ranging from $16.55 to $16.95 per share. On July 8, 2026, the Reporting Person sold 93,260 shares in multiple trades at prices ranging from $15.115 to $16.015 per share. The Reporting Person is a trustee for each of McClain GMM 2015 Trust and Paul N. McClain Gift Trust (together, the "Trusts"). The beneficiary of each of the Trusts is an immediate family member of the Reporting Person. As such, the Reporting Person may be deemed to beneficially own all of the shares held by the Trusts; however, the Reporting Person disclaims beneficial ownership of the shares held by the Trusts except to the extent of his pecuniary interest therein.
Key Figures
Shares sold total: 211,454 shares
July 7 sale price (block 1): $16.0515 per share
July 7 sale price (block 2): $16.7290 per share
+3 more
6 metrics
Shares sold total
211,454 shares
Open-market sales on July 7–8, 2026
July 7 sale price (block 1)
$16.0515 per share
Weighted average sale price for 76,865 shares on July 7, 2026
July 7 sale price (block 2)
$16.7290 per share
Weighted average sale price for 41,329 shares on July 7, 2026
July 8 sale price
$15.4152 per share
Weighted average sale price for 93,260 shares on July 8, 2026
Direct holdings after sales
8,093,870 shares
Direct common stock owned following July 8, 2026 transactions
Indirect trust holdings
17,335 and 52,004 shares
Shares held by Paul N. McClain Gift Trust and McClain GMM 2015 Trust
Key Terms
Rule 10b5-1 trading plan, mandatory sell-to-cover provision, Restricted Stock Unit Agreement, beneficially own, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"These trades were executed under a Rule 10b5-1 trading plan and pursuant to a mandatory sell-to-cover provision"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
mandatory sell-to-cover provision financial
"pursuant to a mandatory sell-to-cover provision in the Reporting Person's underlying Restricted Stock Unit Agreement"
Restricted Stock Unit Agreement financial
"mandatory sell-to-cover provision in the Reporting Person's underlying Restricted Stock Unit Agreement for the satisfaction of tax withholding"
A restricted stock unit agreement is a written contract between a company and an individual that describes a promise to deliver company shares or cash later, subject to conditions such as time-based vesting or performance targets. Think of it like a timed gift: the recipient only receives the shares if they meet the agreed conditions. Investors care because these agreements create future share issuance, affect potential dilution, corporate expenses and incentives for insiders, and influence when insiders may sell shares.
beneficially own financial
"the Reporting Person may be deemed to beneficially own all of the shares held by the Trusts"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
pecuniary interest financial
"the Reporting Person disclaims beneficial ownership of the shares held by the Trusts except to the extent of his pecuniary interest therein"
FAQ
What insider transactions did SailPoint (SAIL) report for CEO Mark McClain?
SailPoint CEO Mark McClain reported selling 211,454 shares of common stock in three open-market transactions on July 7–8, 2026. The filing classifies these as sales, with detailed price ranges provided in the footnotes for each trading day.
Were SailPoint (SAIL) CEO Mark McClain’s stock sales discretionary?
The filing states the trades were executed under a Rule 10b5-1 trading plan and a mandatory sell-to-cover provision in his Restricted Stock Unit Agreement. This indicates the sales were pre-arranged and primarily to cover tax withholding on vested RSUs rather than discretionary market-timing decisions.
What is the role of family trusts in SailPoint (SAIL) CEO Mark McClain’s holdings?
Two family trusts, the McClain GMM 2015 Trust and the Paul N. McClain Gift Trust, hold 52,004 and 17,335 shares respectively. McClain is a trustee and may be deemed to beneficially own these shares, but he disclaims beneficial ownership except to the extent of his pecuniary interest.