Sec Form 4 Filing - NAGEL BRYAN KRISTIAN @ Ping Identity Holding Corp. - 2022-03-31

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 NAGEL BRYAN KRISTIAN 2. Issuer Name and Ticker or Trading Symbol Ping Identity Holding Corp. [ PING] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O PING IDENTITY HOLDING CORP., 1001 17TH STREET, SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 03/31/2022 (Street) DENVER, CO80202 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

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 Options (Right to Buy) $ 13.44 03/31/2022( 1 ) A 159,008 03/31/2022 12/28/2028 Common Stock, $0.001 par value 159,008 $ 0 159,008 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other NAGEL BRYAN KRISTIAN C/O PING IDENTITY HOLDING CORP. 1001 17TH STREET, SUITE 100 DENVER, CO80202 Chief Operating Officer Signatures /s/ Raj Dani, by power of attorney 04/04/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On December 28, 2018, the reporting person was granted an option to purchase 159,008 shares of common stock. The options were initially to vest and become exercisable following the receipt by affiliates of Vista Equity Partners, LLC ("Vista") of a specified level of realized cash return on their investment. In January 2022, the compensation committee of the board of directors of Ping Identity Holding Corp. ("Issuer") determined that Vista had nearly realized the specified level of returns and decided to accelerate all options granted to named executive officers prior to the Issuer's initial public offering. All options under this grant vested as of March 31, 2022.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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