Nicholas Warner - 30 Mar 2022 Form 4 Insider Report for SentinelOne, Inc. (S)

Signature
/s/ Ganda Gunawan, Attorney-in-Fact
Issuer symbol
S
Transactions as of
30 Mar 2022
Net transactions value
$0
Form type
4
Filing time
01 Apr 2022, 16:59:04 UTC
Previous filing
21 Mar 2022
Next filing
14 Apr 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction S Employee Stock Option (right to buy) Options Exercise $0 -23,437 -6.2% $0.000000 351,653 30 Mar 2022 Class B Common Stock 23,437 $1.20 Direct F1
transaction S Class B Common Stock Conversion of derivative security $0 +23,437 +15% $0.000000 178,076 30 Mar 2022 Class A Common Stock 23,437 Direct F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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.