Offer Letter, dated November 19, 2018, by and between SailPoint Technologies, Inc. and Andrew Kahl

Compensation.  Your annual base salary will be $300,000; paid semi-monthly (on the 15th and last day of each month) consistent with our standard payroll procedures, and reduced by payroll deductions and all required withholdings.

Equity Awards.  Subject to approval by SailPoint’s Board of Directors, you will be granted

an award of restricted stock units (“RSUs”) with a value of $725,000, determined based on the 30 trading day average closing price of SailPoint Common Stock on the date the Board approves the grant of the RSUs.  The RSUs represent the right to receive shares of SailPoint Common Stock and will vest and be settled in four annual 25% installments beginning February 20, 2020.

(ii) an option to purchase a number of shares of SailPoint Common Stock determined by dividing $725,000 by 30 trading day average closing price of SailPoint Common Stock on the date the Board approves the award, multiplied by two.  Your stock option will have an exercise price equal to the closing price of SailPoint Common Stock on the date the Board approves the award.  The stock options will vest 25% on the first anniversary of the date of grant and then 1/48th on each monthly anniversary of the date of grant thereafter.  

Sign On Bonus.  You will also receive a one-time bonus for $40,000 to be paid within thirty (30) days following your start date. Should you resign or be terminated for cause within twelve (12) months of your start date, the company reserves the right to seek repayment of a pro-rata portion of your bonus.  Your signature below authorizes SailPoint to deduct reimbursement of this starting bonus from any monies owed to you upon your termination.

Moving Expense Reimbursement. SailPoint agrees to reimburse you for up to $25,000 of your actual, documented "qualified" (per IRS rules) moving expenses ("Moving Expense Reimbursement").

Executive Severance.  So long as you are currently serving in the capacity of the Chief Customer Officer (or other similarly senior executive position), you will be eligible for participation in the Executive Severance plan, subject to the approval of both the Chief Executive Officer and the Compensation Committee under the terms and conditions of the plan.

Benefits.  You will be eligible to participate in a comprehensive package of employee benefits, which includes medical, dental, vision, group life insurance and a 401(k) plan.  Details of these and other benefit options will be provided to you at the New Hire Orientation session, scheduled for your first day.

Work Authorization.  In compliance with Federal Immigration law, this offer of employment is contingent upon your ability to provide proof of eligibility and right to work in the United States.  This documentation must be provided within 3 business days of the effective date of your employment.

Background Check. As a condition of accepting this offer of employment, you may be required to submit to a background screening. Unsatisfactory results from, refusal to cooperate with, or any attempt to affect the results of this check may result in termination of employment.

Employment, Proprietary Information, and Invention Assignment Agreement.  As a condition of accepting this offer of employment, you will be required to complete, sign and return SailPoint Employment, Proprietary Information, and Invention Assignment Agreement.

General.  This offer letter, the Employment, Confidential Information and Invention Assignment Agreement, when signed by you, set forth the terms of your employment with SailPoint.  This agreement can only be amended in writing, signed by you and an officer of SailPoint.  

AGREED AND ACCEPTED:

/s/ Andrew Kahl

Andrew Kahl

November 24, 2018

Date