Sec Form 4 Filing - Gomez Elena @ SMARTSHEET INC - 2019-09-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Gomez Elena
2. Issuer Name and Ticker or Trading Symbol
SMARTSHEET INC [ SMAR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O SMARTSHEET INC., 10500 NE 8TH ST., SUITE 1300
3. Date of Earliest Transaction (MM/DD/YY)
09/19/2019
(Street)
BELLEVUE, WA98004
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/19/2019 C 20,107 A 20,107 I By Juan L. Gomez and Elena C. Gomez Declaration of Trust ( 2 )
Class A Common Stock 10,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 1 ) 09/19/2019 C 20,107 ( 1 ) ( 1 ) Class A Common Stock 20,107 $ 0 0 I By Juan L. Gomez and Elena C. Gomez Declaration of Trust ( 2 )
Stock Option (right to buy Class B Common Stock) $ 5.28 09/19/2019 J( 3 ) 130,000 ( 4 ) 10/13/2027 Class B Common Stock 130,000 $ 0 0 D
Stock Option (right to buy Class A Common Stock) $ 5.28 09/19/2019 J( 3 ) 130,000 ( 4 ) 10/13/2027 Class A Common Stock 130,000 $ 0 130,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gomez Elena
C/O SMARTSHEET INC.
10500 NE 8TH ST., SUITE 1300
BELLEVUE, WA98004
X
Signatures
/s/ Paul Porrini as attorney-in-fact for Elena Gomez 09/23/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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.
( 2 )These securities are held of record by Juan L. Gomez and Elena C Gomez, Trustees of the Juan L. Gomez and Elena C. Gomez Declaration of Trust Dated April 2, 2009.
( 3 )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.
( 4 )The option vests as to 2.778% of the total shares monthly, commencing on September 13, 2017, with 100% of the total shares vested and exercisable on October 13, 2020, subject to the reporting person's provision of service to the issuer on each vesting date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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