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SAIL Form 4: Chief People Officer sells 84,072 shares

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

Rhea-AI Filing Summary

SailPoint, Inc. disclosed insider sales by Chief People Officer Abby Payne resulting from mandatory sell-to-cover for tax withholding tied to vested restricted stock units. Between 10/07/2025 and 10/09/2025, the Reporting Person sold a total of 84,072 shares across multiple trades at weighted-average prices ranging from about $21.82 to $23.76, with the aggregated weighted-average prices reported per trade between $22.13 and $23.24.

After these transactions, the Reporting Person directly beneficially owned 702,683 shares. Additional shares are held indirectly as trustee for three family trusts (10,782; 277,356; and 34,670 shares). The filing states the sales were executed pursuant to a mandatory sell-to-cover provision and were not discretionary trades.

Positive

  • Sales were mandatory sell-to-cover tied to RSU tax withholding, not discretionary trading
  • Reporting Person retains substantial direct ownership of 702,683 shares after transactions
  • Trust holdings remain significant: 10,782; 277,356; and 34,670 shares held in named trusts

Negative

  • Large aggregate disposition of 84,072 shares over three days could be viewed as notable insider selling

Insights

Insider executed mandatory sell-to-cover sales, not discretionary stock exits.

The transactions total 84,072 shares sold over 10/07/2025-10/09/2025 and are described as forced sales to satisfy tax withholding on vested restricted stock units. That structure typically follows pre-established award terms rather than ad hoc directional selling by an officer.

Key dependencies include future vesting schedules and whether similar mandatory withholdings recur; monitor upcoming vesting events and equity award disclosures in next reporting cycle for timing and potential further sales.

Sell-to-cover reduces outstanding restricted shares while meeting immediate tax obligations.

Mandatory sell-to-cover converts vested RSUs to cash for taxes, leaving the Reporting Person with 702,683 direct shares plus trust holdings. The filing lists weighted-average prices per reported trade, indicating ordinary market execution rather than block sales.

Watch for reported vesting dates and any plan amendments that could change withholding mechanics in the near term; material changes would appear in future equity compensation disclosures.

SEC Form 4
FORM 4 UNITED 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).
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*
Payne Abby

(Last) (First) (Middle)
C/O SAILPOINT, INC.
11120 FOUR POINTS DR., SUITE 100

(Street)
AUSTIN TX 78726

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SailPoint, Inc. [ SAIL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief People Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/07/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 10/07/2025 S(1) 16,115 D $22.1332(2)(3) 770,640 D
Common Stock 10/07/2025 S(1) 9,916 D $23.2369(3)(4) 760,724 D
Common Stock 10/08/2025 S(1) 21,581 D $22.3403(3)(5) 739,143 D
Common Stock 10/08/2025 S(1) 4,979 D $22.9103(3)(6) 734,164 D
Common Stock 10/09/2025 S(1) 31,481 D $22.4234(3)(7) 702,683 D
Common Stock 10,782 I By Abigail McKenzie Goode Trust(8)
Common Stock 277,356 I By Abigail Payne 2024 GST Trust(8)
Common Stock 34,670 I By Madeleine C. Payne GST Trust(8)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. These trades were executed 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 October 7, 2025, the Reporting Person sold 16,115 shares in multiple trades at prices ranging from $21.815 to $22.81 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 October 7, 2025, the Reporting Person sold 9,916 shares in multiple trades at prices ranging from $22.84 to $23.755 per share.
5. On October 8, 2025, the Reporting Person sold 21,581 shares in multiple trades at prices ranging from $21.79 to $22.785 per share.
6. On October 8, 2025, the Reporting Person sold 4,979 shares in multiple trades at prices ranging from $22.79 to $23.09 per share.
7. On October 9, 2025, the Reporting Person sold 31,481 shares in multiple trades at prices ranging from $21.85 to $22.82 per share.
8. The Reporting Person is a trustee for each of Abigail McKenzie Goode Trust, Abigail Payne 2024 GST Trust, and Madeleine C. Payne GST Trust (together, the "Trusts"). The beneficiary of each of the Trusts is the Reporting Person or 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 her pecuniary interest therein.
Remarks:
/s/ Ryan Clyde, attorney-in-fact 10/09/2025
** Signature of Reporting Person Date
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.

FAQ

What did the SailPoint (SAIL) Form 4 filed by Abby Payne report?

The Form 4 reported mandatory sell-to-cover sales totaling 84,072 shares between 10/07/2025 and 10/09/2025 related to vested restricted stock units.

Were Abby Payne's sales discretionary trades?

No. The filing states the sales were executed pursuant to a mandatory sell-to-cover provision in the RSU agreement to satisfy tax withholding obligations.

How many shares does Abby Payne beneficially own after these transactions?

The Reporting Person directly beneficially owned 702,683 shares following the reported transactions, plus indirect trust holdings of 10,782, 277,356, and 34,670 shares.

What price range did the sales occur at?

Individual trades reported ranges between approximately $21.79 and $23.755, with reported weighted-average sale prices per grouped trades between $22.13 and $23.2369.

Who signed the Form 4 on behalf of the Reporting Person?

The Form 4 was signed by Ryan Clyde, attorney-in-fact on 10/09/2025.
SailPoint Parent, LP

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SAIL Stock Data

10.24B
61.78M
1.46%
99.56%
1.86%
Software - Infrastructure
Services-prepackaged Software
Link
United States
AUSTIN