Ping Identity Announces Pricing of Follow-on Offering of Common Stock by Selling Shareholders

Ping Identity Holding Corp. (NYSE: PING) ("Ping Identity"), the Intelligent Identity solution for the enterprise, today announced the pricing of a public follow-on offering of 10,000,000 shares of its common stock by investment funds affiliated with Vista Equity Partners at a price to the public of $28.25 per share. Such selling shareholders have also granted the underwriters a 30-day option to purchase up to an additional 1,500,000 shares of common stock on the same terms and conditions. This offering will not dilute ownership of any existing investors. Ping Identity will not receive any proceeds from the sale of shares by the selling shareholders, and will not issue any shares of its common stock in the offering. The offering is expected to close on November 12, 2021, subject to customary closing conditions.

Morgan Stanley is acting as sole underwriter for the proposed offering.

A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission (the "SEC") on June 14, 2021. This offering is being made only by means of a prospectus, copies of which may be obtained from: Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014.

Copies of the registration statement can be accessed by visiting the SEC's website at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect Ping Identity's current intentions, expectations or beliefs regarding the proposed common stock offering. These statements may be preceded by, followed by or include the words "aim," "anticipate," "believe," "estimate," "expect," "forecast," "intend," "likely," "outlook," "plan," "potential," "project," "projection," "seek," "can," "could," "may," "should," "would," "will," the negatives thereof and other words and terms of similar meaning. Forward-looking statements include all statements that are not historical facts. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. There is no assurance that any forward-looking statements will materialize. You are cautioned not to place undue reliance on forward-looking statements, which reflect expectations only as of this date. Ping Identity does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise.

About Ping Identity

Ping Identity is the Intelligent Identity solution for the enterprise. We enable companies to achieve Zero Trust identity-defined security and more personalized, streamlined user experiences. The Ping Intelligent Identitytm platform provides customers, workforce, and partners with access to cloud, mobile, SaaS and on-premises applications across the hybrid enterprise. Over half of the Fortune 100 choose us for our identity expertise, open standards, and partnerships with companies including Microsoft and Amazon. We provide flexible identity solutions that accelerate digital business initiatives, delight customers, and secure the enterprise through multi-factor authentication, single sign-on, access management, intelligent API security, directory, and data governance capabilities.