sail-20260604
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 4, 2026
SailPoint, Inc.
(Exact name of registrant as specified in its charter)
---------------------------------------------------------------------------------------
| Delaware | 001-42522 | 88-2001765 | ||||||
| (State or other jurisdiction | (Commission File Number) | (IRS Employer | ||||||
| of incorporation) | Identification No.) | |||||||
11120 Four Points Drive, Suite 100 78726
Austin, Texas (Zip Code)
(Address of principal executive offices)
Registrant’s telephone number, including area code: (512) 346-2000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Common stock, par value $0.0001 per share | SAIL | The Nasdaq Stock Market LLC | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 4, 2026, SailPoint, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). As of April 6, 2026, the record date for the Annual Meeting, 567,223,431 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by the stockholders and the final voting results for each such matter are set forth below.
Proposal 1 – Election of Directors to the Board
Each of the following persons was duly elected by the Company’s stockholders as a Class I director of the Company’s Board of Directors (the “Board”) for the term expiring in 2029, with votes as follows:
Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
William Bock | 507,509,417 | 17,665,559 | 23,697,705 | ||||||||
Sacha May | 509,286,722 | 15,888,254 | 23,697,705 | ||||||||
Mark McClain | 510,042,793 | 15,132,183 | 23,697,705 | ||||||||
Proposal 2 – Ratification of Appointment of the Company’s Independent Registered Public Accounting Firm
The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2027 was ratified by the stockholders, with votes as follows:
Votes For | Votes Against | Votes Abstained | ||||||
548,703,054 | 146,640 | 22,987 | ||||||
Proposal 3 – Advisory Vote on our Named Executive Officer Compensation
The stockholders approved, on a non-binding, advisory basis, our named executive officer compensation, with votes as follows:
Votes For | Votes Against | Votes Abstained | Broker Non-Votes | ||||||||
511,952,321 | 13,202,220 | 20,435 | 23,697,705 | ||||||||
Proposal 4 – Advisory Vote on the Frequency of Future Advisory Votes on our Named Executive Officer Compensation
The stockholders approved, on a non-binding, advisory basis, the frequency of future advisory votes on our named executive officer compensation of every one year, with votes as follows:
1 Year | 2 Years | 3 Years | Votes Abstained | Broker Non-Votes | ||||||||||
524,452,636 | 17,254 | 691,693 | 13,393 | 23,697,705 | ||||||||||
In accordance with the voting results for this proposal, the Board has determined that an advisory vote to approve named executive officer compensation will be conducted every year until the next stockholder advisory vote on the frequency of future advisory votes on named executive officer compensation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SAILPOINT, INC. | ||||||||||||||
Date: June 10, 2026 | By: | /s/ Chris Schmitt | ||||||||||||
Name: | Chris Schmitt | |||||||||||||
Title: | Executive Vice President, General Counsel, and Secretary | |||||||||||||