0001104916-19-000038.txt : 20190923 0001104916-19-000038.hdr.sgml : 20190923 20190923183156 ACCESSION NUMBER: 0001104916-19-000038 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190919 FILED AS OF DATE: 20190923 DATE AS OF CHANGE: 20190923 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FREI BRENT CENTRAL INDEX KEY: 0001104916 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38464 FILM NUMBER: 191108912 MAIL ADDRESS: STREET 1: C/O ONYX SOFTWARE CORP STREET 2: 3180 139TH AVENUE SE SUITE 500 CITY: BELLEVUE STATE: WA ZIP: 98005 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SMARTSHEET INC CENTRAL INDEX KEY: 0001366561 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 202954357 STATE OF INCORPORATION: WA FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 10500 NE 8TH STREET STREET 2: SUITE 1300 CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 855-420-2395 MAIL ADDRESS: STREET 1: 10500 NE 8TH STREET STREET 2: SUITE 1300 CITY: BELLEVUE STATE: WA ZIP: 98004 FORMER COMPANY: FORMER CONFORMED NAME: SMARTSHEET.COM INC DATE OF NAME CHANGE: 20060619 4 1 wf-form4_156927790108882.xml FORM 4 X0306 4 2019-09-19 0 0001366561 SMARTSHEET INC SMAR 0001104916 FREI BRENT C/O SMARTSHEET INC. 10500 NE 8TH ST., SUITE 1300 BELLEVUE WA 98004 1 0 0 0 Class A Common Stock 2019-09-19 4 C 0 4801227 A 5059041 D Class A Common Stock 2019-09-19 4 C 0 25000 A 25000 I By Samantha Frei Irrevocable Trust dated January 7, 2018 Class A Common Stock 2019-09-19 4 C 0 25000 A 25000 I By Sofia Frei Irrevocable Trust dated January 7, 2018 Class A Common Stock 2019-09-19 4 C 0 25000 A 25000 I By Tessa Frei Irrevocable Trust dated January 7, 2018 Class A Common Stock 2019-09-19 4 C 0 25000 A 25000 I By Thomas Frei Irrevocable Trust dated January 7, 2018 Class A Common Stock 2019-09-19 4 C 0 25000 A 25000 I By Tucker Frei Irrevocable Trust dated January 7, 2018 Class A Common Stock 2019-09-19 4 S 0 65000 40.9617 D 0 I By CC GRAT of 2017 Class A Common Stock 2019-09-19 4 S 0 65000 41.0126 D 0 I By Frei GRAT of 2017 Class A Common Stock 2019-09-19 4 S 0 65000 40.9506 D 0 I By KF GRAT of 2017 Class A Common Stock 2019-09-19 4 S 0 65000 41.0152 D 0 I By MF GRAT of 2017 Class A Common Stock 2019-09-19 4 S 0 65000 41.0171 D 0 I By SD GRAT of 2017 Class B Common Stock 2019-09-19 4 C 0 4801227 0 D Class A Common Stock 4801227.0 0 D Class B Common Stock 2019-09-19 4 C 0 25000 0 D Class A Common Stock 25000.0 0 I By Samantha Frei Irrevocable Trust dated January 7, 2018 Class B Common Stock 2019-09-19 4 C 0 25000 0 D Class A Common Stock 25000.0 0 I By Sofia Frei Irrevocable Trust dated January 7, 2018 Class B Common Stock 2019-09-19 4 C 0 25000 0 D Class A Common Stock 25000.0 0 I By Tessa Frei Irrevocable Trust dated January 7, 2018 Class B Common Stock 2019-09-19 4 C 0 25000 0 D Class A Common Stock 25000.0 0 I By Thomas Frei Irrevocable Trust dated January 7, 2018 Class B Common Stock 2019-09-19 4 C 0 25000 0 D Class A Common Stock 25000.0 0 I By Tucker Frei Irrevocable Trust dated January 7, 2018 Stock Option (right to buy Class B Common Stock) 1.52 2019-09-19 4 J 0 25000 0 D 2025-02-18 Class B Common Stock 25000.0 0 D Stock Option (right to buy Class A Common Stock) 1.52 2019-09-19 4 J 0 25000 0 A 2025-02-18 Class A Common Stock 25000.0 25000 D Does not represent a sale or purchase of the issuer's common stock but the automatic conversion of shares of the issuer's Class B Common Stock into shares of the issuer's Class A Common Stock effective as of the date that the total number of shares of outstanding Class B Common Stock ceased to represent at least 15% of all outstanding shares of the issuer's common stock, as set forth in the issuer's Amended and Restated Articles of Incorporation. These securities are held of record by Mark A. Frei, Trustee of each of the Samantha Frei Irrevocable Trust dated January 7, 2018, Sofia Frei Irrevocable Trust dated January 7, 2018, Tessa Frei Irrevocable Trust dated January 7, 2018, Thomas Frei Irrevocable Trust dated January 7, 2018, and Tucker Frei Irrevocable Trust dated January 7, 2018, trusts for the benefit of the reporting person's minor children. The reporting person disclaims beneficial ownership over such securities, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.82 to $41.31 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. These securities are held of record by Brent Frei, Trustee of each of the CC GRAT of 2017, the Frei GRAT of 2017, the KF GRAT of 2017, the MF GRAT of 2017 and the SD GRAT of 2017. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.82 to $41.47 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.82 to $41.32 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.82 to $41.45 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.82 to $41.41 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. In connection with the automatic conversion described in note (1) above, outstanding Class B Common Stock options that were issued under the issuer's 2005 Option/Restricted Stock Plan and 2015 Equity Incentive Plan remain unchanged except that the underlying shares are now Class A Common Stock. The option is fully vested and exercisable. /s/ Paul Porrini as attorney-in-fact for Brent Frei 2019-09-23