FORM OF SAILPOINT TECHNOLOGIES HOLDINGS, INC. STOCK OPTION AGREEMENTStock Option Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Stock Option (“Notice of Grant”) by and between SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Company”), and you:
FORM OF AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
THIS AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT (this “Agreement”) is dated as of [•], 2017, by and among SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Parent”), SailPoint Technologies, Inc., a Delaware corporation (the “Company”), and Howard Greenfield, an individual (the “Purchaser”). This Agreement amends and restates that certain Restricted Stock Agreement by and among the Parent, the Company and the Executive dated December 15, 2014, as amended from time to time (the “Original Agreement”). December 15, 2014, the effective date of the Original Agreement, is referred to herein as the “Grant Date.” This Agreement is being entered into in anticipation of the Parent’s initial public offering of common stock. This Agreement shall become effective on the business day immediately preceding (but conditioned on) the closing of the Parent’s initial public offering of common stock (the “Amendment Effective Date”), and the Original Agreement shall remain in full forc
FORM OF SAILPOINT TECHNOLOGIES HOLDINGS, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Stock Units (“Notice of Grant”) by and between SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Company”), and you;
RESTRICTED STOCK AGREEMENT UNDER THE SAILPOINT TECHNOLOGIES HOLDINGS, INC.Restricted Stock Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
Pursuant to the SailPoint Technologies Holdings, Inc. 2015 Stock Option and Grant Plan (the “Plan”), SailPoint Technologies Holdings, Inc., a Delaware corporation (together with its successors, the “Company”), hereby grants, sells and issues to the individual named above, who is an officer, employee, director, consultant or other key person of the Company or any of the Subsidiaries, the Shares (as defined below) at the Per Share Purchase Price, which represents the fair market value per share on the Grant Date, subject to the terms and conditions set forth herein and in the Plan. The Grantee agrees to the provisions set forth herein and acknowledges that each such provision is a material condition of the Company’s agreement to issue and sell the Shares to him or her. The Company hereby acknowledges receipt of $[ ] in full payment for the Shares. All references to share prices and amounts herein shall be equitably adjusted to reflect stock splits, stock dividends, recapitalizations, mer
FORM OF AMENDED AND RESTATED EARLY EXERCISE INCENTIVE STOCK OPTION AGREEMENT UNDER THE SAILPOINT TECHNOLOGIES HOLDINGS, INC. AMENDED AND RESTATED 2015 STOCK OPTION PLANEarly Exercise Incentive Stock Option Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
This Amended and Restated Early Exercise Incentive Stock Option Agreement (this “Agreement”) is made by and between the Optionee and SailPoint Technologies Holdings, Inc., a Delaware corporation (together with all successors thereto, the “Company”), effective as of the Amendment Date and pursuant to the SailPoint Technologies Holdings, Inc. 2015 Stock Option and Grant Plan, as amended and restated (the “Plan”). This Agreement amends and restates that certain Incentive Stock Option Agreement by and between the Optionee and the Company entered into pursuant to the SailPoint Technologies Holdings, Inc. 2015 Stock Option and Grant Plan, (the “Original Agreement”) whereby the Company granted to the Optionee, who was an employee of the Company or any of its Subsidiaries as of the Grant Date, an option (the “Stock Option”) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.0001 per
NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE SAILPOINT TECHNOLOGIES HOLDINGS, INC.Non-Qualified Stock Option Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
Pursuant to the SailPoint Technologies Holdings, Inc. 2015 Stock Option and Grant Plan (the “Plan”), SailPoint Technologies Holdings, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionee, who is an officer, employee, director, consultant or other key person of the Company or any of its Subsidiaries, an option (the “Stock Option”) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.0001 per share (“Common Stock”), of the Company indicated above of which (i) [ ] shares of such Common Stock are referred to herein as “Time-Vested Option Shares” and (ii) [ ] shares of such Common Stock are referred to herein as “Performance-Vested Option Shares” (together, the “Option Shares,” and such shares once issued shall be referred to as the “Issued Shares”), at the Option Exercise Price per share, subject to the terms and conditio
INCENTIVE STOCK OPTION AGREEMENT UNDER THE SAILPOINT TECHNOLOGIES HOLDINGS, INC.Incentive Stock Option Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
Pursuant to the SailPoint Technologies Holdings, Inc. 2015 Stock Option and Grant Plan (the “Plan”), SailPoint Technologies Holdings, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionee, who is an employee of the Company or any of its Subsidiaries, an option (the “Stock Option”) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.0001 per share (“Common Stock”), of the Company indicated above of which (i) [ ] shares of such Common Stock are referred to herein as “Time-Vested Option Shares” and (ii) [ ] shares of such Common Stock are referred to herein as “Performance-Vested Option Shares” (the “Option Shares,” and such shares once issued shall be referred to as the “Issued Shares”), at the Option Exercise Price per share, subject to the terms and conditions set forth in this Incentive Stock Option Agreement (this “
FORM OF AMENDED AND RESTATED SENIOR MANAGEMENT AND RESTRICTED STOCK AGREEMENT (Kevin Cunningham)Management and Restricted Stock Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
THIS AMENDED AND RESTATED SENIOR MANAGEMENT AND RESTRICTED STOCK AGREEMENT (this “Agreement”) is dated as of [•], 2017 by and among SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Parent”), SailPoint Technologies, Inc., a Delaware corporation (the “Company”), and Kevin Cunningham, an individual (the “Employee”). This Agreement amends and restates that certain Senior Management and Restricted Stock Agreement by and among the Parent, the Company and the Employee dated September 8, 2014 (the “Original Agreement”). September 8, 2014, the effective date of the Original Agreement, is referred to herein as the “Effective Date.” This Agreement is being entered into in anticipation of the Parent’s initial public offering of common stock. This Agreement shall become effective on the business day immediately preceding (but conditioned on) the closing of the Parent’s initial public offering of common stock (the “Amendment Effective Date”), and the Original Agreement shall remai
DIRECTOR PURCHASE AGREEMENTDirector Purchase Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
THIS DIRECTOR PURCHASE AGREEMENT (this “Agreement”) is made as of , by and among SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Parent”), SailPoint Technologies, Inc., a Delaware corporation (“SailPoint” and together with Parent, the “Company”), Thoma Bravo Fund XI, L.P., a Delaware limited partnership (“Fund XI”), Thoma Bravo Fund XI-A, L.P., a Delaware limited partnership (“Fund XI-A”), and Thoma Bravo Executive Fund XI, L.P., a Delaware limited partnership (“Executive Fund” and collectively with Fund XI and Fund XI-A, “TB”), and , an individual (the “Director”).
EARLY EXERCISE INCENTIVE STOCK OPTION AGREEMENT UNDER THE SAILPOINT TECHNOLOGIES HOLDINGS, INC. AMENDED AND RESTATED 2015 STOCK OPTION PLANEarly Exercise Incentive Stock Option Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
Pursuant to the SailPoint Technologies Holdings, Inc. Amended and Restated 2015 Stock Option Plan (the “Plan”), SailPoint Technologies Holdings, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionee, who is an employee of the Company or any of its Subsidiaries, an option (the “Stock Option”) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.0001 per share (“Common Stock”), of the Company indicated above of which (i) shares of such Common Stock are referred to herein as “Time-Vested Option Shares” and (ii) shares of such Common Stock are referred to herein as “Performance-Vested Option Shares” (together, the “Option Shares,” and such shares once issued shall be referred to as the “Issued Shares”), at the Option Exercise Price per share, subject to the terms and conditions set forth in this Incentive Stock Option Agre
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is dated as of [ ], 2014 (the “Effective Date”), by and among SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Parent”), SailPoint Technologies, Inc., a Delaware corporation (the “Company”), and [ ], an individual (the “Purchaser”).
EMPLOYEE PURCHASE AGREEMENTEmployee Purchase Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
THIS EMPLOYEE PURCHASE AGREEMENT (this “Agreement”) is made as of , 2014, between SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Company”), and [•] (the “Employee”).
FORM OF AMENDED AND RESTATED SENIOR MANAGEMENT AND RESTRICTED STOCK AGREEMENT (Mark McClain)Management and Restricted Stock Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Texas
THIS AMENDED AND RESTATED SENIOR MANAGEMENT AND RESTRICTED STOCK AGREEMENT (this “Agreement”) is dated as of [•], 2017 by and among SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Parent”), SailPoint Technologies, Inc., a Delaware corporation (the “Company”), and Mark McClain, an individual (the “Executive”). This Agreement amends and restates that certain Senior Management and Restricted Stock Agreement by and among the Parent, the Company and the Executive dated September 8, 2014 (the “Original Agreement”). September 8, 2014, the effective date of the Original Agreement is referred to herein as the “Effective Date.” This Agreement is being entered into in anticipation of the Parent’s initial public offering of common stock. This Agreement shall become effective on the business day immediately preceding (but conditioned on) the closing of the Parent’s initial public offering of common stock (the “Amendment Effective Date”), and the Original Agreement shall remain i
FORM OF AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENTStockholders Agreement • November 6th, 2017 • Sailpoint Technologies Holdings, Inc. • Services-prepackaged software • Delaware
THIS AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT (this “Amendment”), dated as of November , 2017, is entered into by and among SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Company”), Thoma Bravo Fund XI, L.P., a Delaware limited partnership (“Fund XI”), Thoma Bravo Fund XI-A, L.P., a Delaware limited partnership (“Fund XI-A”), and Thoma Bravo Executive Fund XI, L.P. (“Executive Fund XI”, and collectively with Fund XI and Fund XI-A, “TB”).
