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Filing Details

Accession Number:: 0001628280-18-005579
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-05-01 19:04:44
Reporting Period:: 2018-05-01

Accepted Time:: 2018-05-01 19:04:44
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1366561	Smartsheet Inc	SMAR	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1104916	Brent Frei	C/O Smartsheet, Inc. 10500 Ne 8Th St., Suite 1300 Bellevue WA 98004		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2018-05-01	500,000	$0.00	500,000	No	4	C	Direct
Class A Common Stock	Disposition	2018-05-01	500,000	$15.00	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Series A Preferred Stock	Disposition	2018-05-01	4,151,237	$0.00	4,151,237	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-05-01	4,151,237	$0.00	4,151,237	$0.00
Class B Common Stock	Series B Preferred Stock	Disposition	2018-05-01	1,441,685	$0.00	1,441,685	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-05-01	1,441,685	$0.00	1,441,685	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2018-05-01	500,000	$0.00	500,000	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	C	Direct
5,844,542	No	4	C	Direct
0	No	4	C	Direct
7,286,227	No	4	C	Direct
6,786,227	No	4	C	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00	25,000	25,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	25,000	25,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	25,000	25,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	25,000	25,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	25,000	25,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	100,000	100,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	100,000	100,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	100,000	100,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	100,000	100,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	100,000	100,000	Indirect

Amount	Remaning Holdings	Nature of Ownership
25,000	25,000	Indirect
25,000	25,000	Indirect
25,000	25,000	Indirect
25,000	25,000	Indirect
25,000	25,000	Indirect
100,000	100,000	Indirect
100,000	100,000	Indirect
100,000	100,000	Indirect
100,000	100,000	Indirect
100,000	100,000	Indirect

Footnotes

Each share of the issuer's Series A Preferred Stock automatically converted into 1 share of the issuer's Class B Common Stock on May 1, 2018 in connection with the closing of the issuer's sale of its Class A Common Stock in its firm commitment initial public offering (the "IPO") pursuant to a registration statement on Form S-1 (File No. 333-223914) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date.
Each share of the issuer's Class B Common Stock will convert into 1 share of the issuer's Class A Common Stock (a) at the option of the holder or (b) automatically upon (i) any transfer which occurs after the closing of the IPO, except for certain permitted transfers, or (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less than a majority of the outstanding shares of Class B Common Stock, (y) seven years from the effective date of the IPO and (z) the date that the total number of shares of outstanding Class B Common Stock ceases to represent at least 15% of all outstanding shares of the issuer's common stock, and has no expiration date.
Each share of the issuer's Series B Preferred Stock automatically converted into 1 share of the issuer's Class B Common Stock on May 1, 2018 in connection with the closing of the issuer's sale of its Class A Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date.
The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.
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.
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.