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SailPoint (SAIL) CTO tax sell-to-cover of 34,418 shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

SailPoint, Inc. EVP Product & CTO Chandrasekar Gnanasambandam reported open‑market sales of 34,418 shares of common stock. The sales occurred on July 7–8, 2026 at weighted average prices of $16.0515, $16.7290, and $15.4152 per share. After these transactions, he directly holds 934,508 shares.

According to the footnotes, the 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 obligations on vesting, and therefore did not represent discretionary trades.

Positive

  • None.

Negative

  • None.
Insider Gnanasambandam Chandrasekar
Role EVP Product & CTO
Sold 34,418 shs ($544K)
Type Security Shares Price Value
Sale Common Stock 19,540 $15.4152 $301K
Sale Common Stock 9,676 $16.0515 $155K
Sale Common Stock 5,202 $16.729 $87K
Holdings After Transaction: Common Stock — 934,508 shares (Direct, null)
Footnotes (1)
  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 9,676 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 5,202 shares in multiple trades at prices ranging from $16.55 to $16.95 per share. On July 8, 2026, the Reporting Person sold 19,540 shares in multiple trades at prices ranging from $15.115 to $16.015 per share.
Total shares sold 34,418 shares Net shares sold across three transactions on July 7–8, 2026
Shares sold July 8, 2026 19,540 shares at $15.4152/share Common stock sale with trades between $15.115 and $16.015
Shares sold July 7, 2026 (block 1) 9,676 shares at $16.0515/share Common stock sale with trades between $15.55 and $16.545
Shares sold July 7, 2026 (block 2) 5,202 shares at $16.7290/share Common stock sale with trades between $16.55 and $16.95
Post-transaction holdings 934,508 shares Common stock directly owned after July 8, 2026 sale
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 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 obligations"
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.
weighted average sale price financial
"The price reported above reflects the weighted average sale price."
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did SailPoint (SAIL) report for its CTO?
SailPoint EVP Product & CTO Chandrasekar Gnanasambandam reported selling 34,418 shares of common stock. The sales took place on July 7–8, 2026 and were linked to tax withholding on vesting restricted stock units under a pre‑set Rule 10b5‑1 trading plan.

At what prices did the SailPoint (SAIL) CTO’s share sales occur?
The SailPoint CTO’s reported sales used weighted average prices of $16.0515, $16.7290, and $15.4152 per share. Footnotes explain the trades involved multiple executions within price ranges between $15.115 and $16.95 per share over July 7–8, 2026.

How many SailPoint (SAIL) shares does the CTO hold after these Form 4 sales?
After the reported sales, SailPoint’s EVP Product & CTO directly holds 934,508 shares of common stock. This post‑transaction balance is disclosed in the Form 4 for each transaction line, reflecting his remaining direct ownership stake following the July 7–8, 2026 trades.

Were the SailPoint (SAIL) CTO’s share sales discretionary trades?
The filing states the trades were not discretionary. They were executed under a Rule 10b5‑1 trading plan and a mandatory sell‑to‑cover provision tied to his Restricted Stock Unit Agreement to satisfy tax withholding obligations on vested restricted stock units.

What is the purpose of the mandatory sell-to-cover in the SailPoint (SAIL) CTO’s filing?
The mandatory sell‑to‑cover provision automatically sells shares to cover tax withholding when restricted stock units vest. In this case, the SailPoint CTO’s reported sales were used to satisfy those tax obligations rather than reflecting elective portfolio decisions.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gnanasambandam Chandrasekar
(Last)(First)(Middle)
C/O SAILPOINT, INC.
11120 FOUR POINTS DR., SUITE 100
(Street)
AUSTIN TEXAS 78726
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
SailPoint, Inc. [ SAIL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP Product & CTO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/07/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock07/07/2026S(1)9,676D$16.0515(2)(3)959,250D
Common Stock07/07/2026S(1)5,202D$16.729(3)(4)954,048D
Common Stock07/08/2026S(1)19,540D$15.4152(3)(5)934,508D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
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.
2. On July 7, 2026, the Reporting Person sold 9,676 shares in multiple trades at prices ranging from $15.55 to $16.545 per share.
3. 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.
4. On July 7, 2026, the Reporting Person sold 5,202 shares in multiple trades at prices ranging from $16.55 to $16.95 per share.
5. On July 8, 2026, the Reporting Person sold 19,540 shares in multiple trades at prices ranging from $15.115 to $16.015 per share.
Remarks:
/s/ Ryan Clyde, attorney-in-fact07/09/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR