October 10, 2024

Mark McClain
Chief Executive Officer
SailPoint Parent, LP
11120 Four Points Drive, Suite 100
Austin, TX 78726

       Re: SailPoint Parent, LP
           Draft Registration Statement on Form S-1
           Submitted September 12, 2024
           CIK No. 0002030781
Dear Mark McClain:

       We have reviewed your draft registration statement and have the
following comments.

       Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

      After reviewing the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Draft Registration Statement on Form S-1
Cover Page

1.     We note that you intend to apply to list your shares on an exchange.
Please revise the
       cover page to address whether the offering is contingent upon receiving
authorization
       to list on a certain exchange and to state, if true, that no assurance
can be given that
       your listing application will be approved.
2.     We note that Thoma Bravo will own a majority of the company   s
outstanding
       common stock following the offering. Please provide a cross-reference to
the related
       risk factor disclosure on page 59.
 October 10, 2024
Page 2
Corporate Conversion, page 10

3.     Provide pro forma financial information to give effect to the Corporate
Conversion
       pursuant to Rule 11-01(a)(2) of Regulation S-X. Also, it appears the
repayment of
       outstanding borrowings under the Credit Facilities may be a material
transaction for
       which pro forma effect is required to be given pursuant to Rule 11-01(a)
of Regulation
       S-X. Regarding your disclosures in the Capitalization table, note
pursuant to Rule 11-
       02(a)(12)(ii) that amounts depicted in the filing that are labeled as
pro forma should
       give effect to all material transactions for which pro forma effect is
required to be
       given.
Prospectus Summary
Key Business Metrics, page 18

4.     Here and in your MD&A, please revise these charts to define "YoY
Growth."
Business
Our Market Opportunity, page 30

5.     Please disclose the assumptions and limitations of your market
opportunity which you
       estimate to be approximately $55 billion in 2024.
Risk Factors
Our business depends, in part, on sales to the public sector, which are subject
to a number of
challenges and risks..., page 30

6.     You disclose that you derive a portion of your revenue from sales to
federal, state,
       local, and foreign government customers. To the extent material,
disclose the portion
       of your revenue generated by sales to government entities.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Our Business Model, page 74

7.     Here you discuss your number of customers with over $250,000 and
$1,000,000 of
       ARR as of July 31, 2024. Elsewhere you disclose that you had over 2,800
customers
       as of July 31, 2024. In order to provide more context for the
disclosures about your
       number of customers, please revise to disclose your total number of
customers and
       your number of customers at each ARR level as of the end of each
financial statement
       period included in your registration statement.
Key Business Metrics, page 76

8.     Regarding your calculations of Annual Recurring Revenue and SaaS Annual
       Recurring Revenue, please disclose the extent the disclosed metrics
reflect revenue
       from expired contracts.
Non-GAAP Financial Measures
Adjusted Operating Income and Adjusted Operating Margin, page 81

9.     Please disclose here and in Note 11 the nature of the services provided
under
       the advisory services agreement with an affiliate of Thoma Bravo. Tell
us and disclose
       if it is reasonably likely you will receive similar services in the
future. Explain to us
       your consideration of Item 10(e)(1)(ii)(B) of Regulation S-K.
 October 10, 2024
Page 3

Unlevered Free Cash Flow, page 82

10.    Remove from the calculation of your non-GAAP liquidity measure all
adjustments
       that were settled in cash. We refer you to Item 10(e)(1)(ii)(A) of
Regulation S-
       K which prohibits excluding charges or liabilities that required, or
will require, cash
       settlement, from non-GAAP liquidity measures.
11.    Revise the adjustment "Cash paid for interest, net of taxes," to present
it on a gross
       basis along with a separate adjustment for income taxes. Refer to the
guidance in
       Question 102.11 of the Division's C&DIs on non-GAAP financial measures.
Results of Operations, page 85

12.    We note the non-GAAP presentation and discussion of combined results for
the
       combined period ended January 31, 2023, that appears to reflect
unadjusted sums
       of results of operations of the Predecessor period from February 1, 2022
through
       August 15, 2022, and the Successor period from August 16, 2022 to
January 31, 2023.
       We further note your disclosure that this combination does not comply
with Article 11
       of Regulation S-X. If you determined that a supplemental discussion in
MD&A based
       on pro forma financial information is appropriate, then the pro forma
financial
       information may be presented in a format consistent with Article 11 of
Regulation S-
       X. Such pro forma financial information should not be discussed in
isolation in
       Management's Discussion and Analysis or presented with greater
prominence than the
       discussion of the historical financial statements required by Item 303
of Regulation S-
       K. Please revise here and throughout the filing.
Comparison for Fiscal 2023 and Fiscal 2024, page 88

13.    We note while revenues increased in 2024 your subscription gross profit
margin and
       total gross profit margin declined. Please discuss any underlying cause
and indicate if
       this represents a trend that could impact future results. In this
regard, please
       describe in accordance with Item 303(b)(2)(ii) of Regulation S-K any
known trends or
       uncertainties that have had and/or are reasonably likely to have a
material favorable or
       unfavorable impact on net sales or revenues or income from continuing
operations.
Technology, page 120

14.    Please expand your disclosure to specifically address how Identity Cube
is used in
       conjunction with the company   s other solutions. Specifically, clarify
whether it is
       available to customers who use Security Cloud and/or IdentityIQ.
General

15.    We note that you use artificial intelligence (AI) and automation
throughout your
       platform to enhance decision-making and accelerate risk detection.
Please revise to:
           disclose whether the algorithms used in your products and services
are proprietary
           or open-source; and
           describe how you validate these algorithms and any processes by
which you
           attempt to mitigate algorithmic hallucinations.
 October 10, 2024
Page 4
16.    Please supplementally provide us with copies of all written
communications, as
       defined in Rule 405 under the Securities Act, that you, or anyone
authorized to do so
       on your behalf, present to potential investors in reliance on Rule 163B
of the
       Securities Act, whether or not they retain copies of the communication.

        Please contact Joseph Kempf at 202-551-3352 or Robert Littlepage at
202-551-3361
if you have questions regarding comments on the financial statements and
related
matters. Please contact Alexandra Barone at 202-551-8816 or Mitchell Austin at
202-551-
3574 with any other questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Technology
cc:   Bradley Reed