CORRESP 1 filename1.htm CORRESP

August 13, 2018

VIA EDGAR AND E-MAIL

Ms. Barbara C. Jacobs

Assistant Director

Office of Information Technologies and Services

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549-3561

 

  Re:

SailPoint Technologies Holdings, Inc.

      

Public offering of up to 14,375,000 Common Shares

      

Registration Statement on Form S-1 (Registration No. 333-226819)

Ladies and Gentlemen:

In connection with the above-captioned Registration Statement and offering, we wish to advise you that, pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended, the underwriters expect to distribute approximately 1,200 copies of the Preliminary Prospectus dated August 13, 2018 through the date hereof, to underwriters, dealers, institutions and others.

We will comply, and have been informed by the participating underwriters that they will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

We hereby join in the request of the registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:30 p.m. Eastern Time, on Wednesday, August 15, 2018 or as soon thereafter as practicable.

[signature page follows]


Very truly yours,
MORGAN STANLEY & CO. LLC
GOLDMAN SACHS & CO. LLC
CITIGROUP GLOBAL MARKETS INC.
JEFFERIES LLC
RBC CAPITAL MARKETS, LLC
For themselves and as representatives of the syndicate of underwriters for the offering
By MORGAN STANLEY & CO. LLC
By:   /s/ Lauren Cummings
  Authorized Representative
By GOLDMAN SACHS & CO LLC
By:   /s/ Adam Meister
  Authorized Representative
By CITIGROUP GLOBAL MARKETS INC.
By:   /s/ Shilpi Saran
  Authorized Representative
By JEFFERIES LLC
By:   /s/ Cully Davis
  Authorized Representative
By RBC CAPITAL MARKETS, LLC
By:   /s/ Niall Y. Cannon
  Authorized Representative

[SIGNATURE PAGE TO ACCELERATION REQUEST OF THE UNDERWRITERS]