X0306 4 2018-12-06 0001366561 SMARTSHEET INC SMAR 0001201720 WHITE JAMES N 755 PAGE MILL ROAD, SUITE A-200 PALO ALTO CA 94304-1005 1 Class A Common Stock 2018-12-06 4 J 0 43557.0000 0 A 43557.0000 I By Ltd Liability Company (SHM) Class A Common Stock 2018-12-06 4 C 0 4802017.0000 0 A 4802017.0000 I By Ltd Partnership (SHV) Class A Common Stock 2018-12-06 4 J 0 4802017.0000 0 D 0.0000 I By Ltd Partnership (SHV) Class A Common Stock 2018-12-06 4 J 0 50617.0000 0 A 50617.0000 I By Trust Class A Common Stock 10000.0000 D Class B Common Stock 2018-12-06 4 C 0 4802017.0000 D Class A Common Stock 4802017.0000 0.0000 I By Ltd Partnership (SHV) Class B Common Stock Class A Common Stock 128509.0000 128509.0000 I By Ltd Partnership (ROSE) Class B Common Stock Class A Common Stock 330047.0000 330047.0000 I By Trust Represents the receipt of shares in the pro rata distribution described below, for no additional consideration, by Sutter Hill Management Company, L.L.C., a limited partner of Sutter Hill Ventures, a California Limited Partnership. Shares held by Sutter Hill Management Company, L.L.C. Sutter Hill Ventures, a California Limited Partnership has voting and dispositive power over the shares held by Sutter Hill Management Company, L.L.C., and the reporting person is a trustee of a trust which is a member of Sutter Hill Management Company, L.L.C. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein. Effective December 6, 2018, Sutter Hill Ventures, a California Limited Partnership converted 4,802,017 shares of Class B Common Stock to Class A Common Stock and effected a pro rata distribution to its limited partners and its general partner for no additional consideration. Shares held by Sutter Hill Ventures, a California Limited Partnership. The reporting person is a managing director and member of the management committee of the general partner of Sutter Hill Ventures, a California Limited Partnership. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein. Represents the receipt of shares in a pro rata distribution effective December 6, 2018, for no additional consideration, from Sutter Hill Ventures, a California Limited Partnership. The reporting person is a managing director and member of the management committee of the general partner of Sutter Hill Ventures, a California Limited Partnership. Shares held by a trust of which the reporting person is a trustee. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein. The reporting person shares pecuniary interest in these shares with other individuals pursuant to a contractual relationship. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest in these shares. Each share of the issuer's Class B Common Stock will convert into 1 share of 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 issuer's initial public offering ("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 that 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 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. Shares held by a limited partnership of which the reporting person is a trustee of a trust which is the general partner. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein. /s/ Robert Yin, by power of attorney 2018-12-10