0001209191-21-043752.txt : 20210629 0001209191-21-043752.hdr.sgml : 20210629 20210629182028 ACCESSION NUMBER: 0001209191-21-043752 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210629 FILED AS OF DATE: 20210629 DATE AS OF CHANGE: 20210629 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weingarten Tomer CENTRAL INDEX KEY: 0001866222 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211059544 MAIL ADDRESS: STREET 1: C/O SENTINELONE, INC. STREET 2: 444 CASTRO SREET, SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SentinelOne, Inc. CENTRAL INDEX KEY: 0001583708 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 990385461 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 444 CASTRO STREET STREET 2: SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 BUSINESS PHONE: 855-868-3733 MAIL ADDRESS: STREET 1: 444 CASTRO STREET STREET 2: SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 FORMER COMPANY: FORMER CONFORMED NAME: Sentinel Labs, Inc. DATE OF NAME CHANGE: 20210405 FORMER COMPANY: FORMER CONFORMED NAME: SentinelOne, Inc. DATE OF NAME CHANGE: 20210402 FORMER COMPANY: FORMER CONFORMED NAME: Sentinel Labs, Inc. DATE OF NAME CHANGE: 20130805 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-06-29 0 0001583708 SentinelOne, Inc. S 0001866222 Weingarten Tomer C/O SENTINELONE, INC. 444 CASTRO STREET, SUITE 400 MOUNTAIN VIEW CA 94041 0 1 0 0 President, CEO Class B Common Stock Class A Common Stock 6267306 D Class B Common Stock Class A Common Stock 200000 I By Trust Class B Common Stock Class A Common Stock 400000 I By Trust Employee Stock Option (right to buy) 1.1967 2029-03-07 Class B Common Stock 825000 D Employee Stock Option (right to buy) 2.27 2030-03-27 Class B Common Stock 3000000 D Employee Stock Option (right to buy) 9.74 2031-03-23 Class B Common Stock 5217186 D 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 the Reporting Person, including certain entities that the Reporting Person 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 the Reporting Person originally held as of the date of the IPO, (continued) (continued from footnote 1) (iv) the date fixed by the Issuer's board of directors (the "Board"), following the first date following the completion of this offering when the Reporting Person 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 the Reporting Person 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 the Reporting Person. These securities are held by the Tomer Weingarten 2021 Grantor Retained Annuity Trust dated April 29, 2021, of which the Reporting Person is trustee. These securities are held by a trust over whose trustee the Reporting Person can exercise remove and replace powers. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any. 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. The stock option vests and becomes exercisable in 48 equal monthly installments beginning on February 22, 2020, subject to the Reporting Person's continued service to the Issuer on each vesting date. The stock option vests and becomes exercisable in 60 equal monthly installments beginning on April 24, 2021, subject to the Reporting Person's continued service to the Issuer on each vesting date. /s/ David Bernhardt, as Attorney-in-Fact for Tomer Weingarten 2021-06-29 EX-24.3_996110 2 poa.txt POA DOCUMENT POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints David Bernhardt, Efraim Harari and Ganda Gunawan as his or her true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as a representative of SentinelOne, Inc. (the "Company"), any and all Form ID, or Form 3, 4 or 5 reports and any amendments thereto required to be filed by the undersigned in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules thereunder with respect to transactions in the Company's securities; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID, or Form 3, 4 or 5 report and any amendments thereto and timely file such report with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in-fact on behalf of the undersigned, pursuant to this Power of Attorney, shall be in such form and shall contain such terms and conditions as such attorney in-fact may approve in his or her discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary, and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that no such attorney in-fact, in serving in such capacity at the request of the undersigned, is hereby assuming, nor is the Company hereby assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that each such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to each such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based on any untrue statement or omission of necessary facts in the information provided by the undersigned to such attorney-in-fact for purposes of executing, acknowledging, delivering and filing Forms 3, 4 or 5 (including amendments thereto) and agrees to reimburse the Company and each such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form 3, 4 or 5 reports with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 26th day of May, 2021. /s/ Tomer Weingarten