Form Type: 4

SEC EDGAR Link
Accession Number:0001866377-22-000007
Date:2022-03-30
Issuer: SENTINELONE, INC. (S)
Original Submission Date:

Reporting Person:

WARNER NICHOLAS
C/O SENTINELONE, INC.
444 CASTRO STREET, SUITE 400 MOUNTAIN VIEW, CA 94041

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 1.1967 2022-03-30 deemed execution date M 23,437 (d) 2029-03-08 class b common stock 23,437 $1.20 351,653 direct
CLASS B COMMON STOCK 0.0 2022-03-30 deemed execution date C 23,437 (a) class a common stock 23,437 $0.00 178,076 direct
Footnotes
IDfootnote
f1 the stock option vests and becomes exercisable in 48 equal monthly installments beginning on march 1, 2019, subject to the reporting person's continued service to the issuer on each vesting date.
f2 each share of class b common stock is convertible into one share of class a common stock at any time and will convert automatically upon certain transfers and upon the earlier of (i) the date specified by a vote of the holders of 66 2/3% of the then outstanding shares of class b common stock, (ii) seven years from the effective date of the issuer's initial public offering ("ipo"), (iii) the first date following the ipo on which the number of shares of outstanding class b common stock (including shares of class b common stock subject to outstanding stock options) held by tomer weingarten, including certain entities that mr. weingarten controls, is less than 25% of the number of shares of class b common stock (including shares of class b common stock subject to outstanding stock options) that mr. weingarten originally held as of the date of the ipo,
f3 (continued from footnote 2) (iv) the date fixed by the issuer's board of directors (the "board"), following the first date following the completion of this offering when mr. weingarten is no longer providing services to the issuer as an officer, employee, consultant or member of the board, (v) the date fixed by the board following the date, if applicable, on which mr. weingarten is terminated for cause, as defined in the issuer's restated certificate of incorporation, and (vi) the date that is 12 months after the death or disability, as defined in the issuer's restated certificate of incorporation, of mr. weingarten.
f4 transaction involved a cash exercise of options by the reporting person and are exempt from section 16(b). no shares were sold as part of this transaction.

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