Andreessen Horowitz Fund IV, L.P. - Sep 8, 2023 Form 4 Insider Report for Samsara Inc. (IOT)

Role
10%+ Owner
Signature
Andreessen Horowitz Fund IV, L.P., By: AH Equity Partners IV, L.L.C., Its: General Partner, By: /s/ Phil Hathaway, Chief Operating Officer
Stock symbol
IOT
Transactions as of
Sep 8, 2023
Transactions value $
-$12,119,707
Form type
4
Date filed
9/12/2023, 09:48 PM
Previous filing
Jun 12, 2023
Next filing
Dec 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IOT Class A Common Stock Conversion of derivative security $0 +81K $0.00 81K Sep 8, 2023 By AH Parallel Fund V, L.P. F1, F2
transaction IOT Class A Common Stock Sale -$1.98M -64.5K -79.61% $30.78 16.5K Sep 8, 2023 By AH Parallel Fund V, L.P. F1, F2, F3
transaction IOT Class A Common Stock Sale -$520K -16.5K -100% $31.48 0 Sep 8, 2023 By AH Parallel Fund V, L.P. F1, F2, F4
transaction IOT Class A Common Stock Conversion of derivative security $0 +311K $0.00 311K Sep 8, 2023 By Andreessen Horowitz LSV Fund I, L.P. F5
transaction IOT Class A Common Stock Sale -$7.62M -248K -79.61% $30.78 63.4K Sep 8, 2023 By Andreessen Horowitz LSV Fund I, L.P. F3, F5
transaction IOT Class A Common Stock Sale -$2M -63.4K -100% $31.48 0 Sep 8, 2023 By Andreessen Horowitz LSV Fund I, L.P. F4, F5
holding IOT Class A Common Stock 29.8K Sep 8, 2023 By The 1997 Horowitz Family Trust F6
holding IOT Class A Common Stock 4M Sep 8, 2023 By Andreessen Horowitz LSV Fund III, L.P. F7, F8

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction IOT Class B Common Stock Conversion of derivative security $0 -81K -1.45% $0.00 5.52M Sep 8, 2023 Class A Common Stock 81K By AH Parallel Fund V, L.P. F1, F2, F9
transaction IOT Class B Common Stock Conversion of derivative security $0 -311K -2.42% $0.00 12.6M Sep 8, 2023 Class A Common Stock 311K By Andreessen Horowitz LSV Fund I, L.P. F5, F9
holding IOT Class B Common Stock 54.7M Sep 8, 2023 Class A Common Stock 54.7M By Andreessen Horowitz Fund IV, L.P. F9, F10
holding IOT Class B Common Stock 4.97M Sep 8, 2023 Class A Common Stock 4.97M By AH Parallel Fund IV, L.P. F9, F11, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares are held of record by AH Parallel Fund V, L.P., for itself and as nominee for AH Parallel Fund V-A, L.P., AH Parallel Fund V-B, L.P., and AH Parallel Fund V-Q, L.P. (collectively, the "AH Parallel Fund V Entities"). AH Equity Partners V (Parallel), L.L.C. ("AH EP V Parallel"), the general partner of the AH Parallel Fund V Entities, may be deemed to have sole voting and dispositive power over the shares held by the AH Parallel Fund V Entities. Marc Andreessen and Benjamin Horowitz are managing members of AH EP V Parallel and may be deemed to have shared voting and dispositive power over the shares held by the AH Parallel Fund V Entities.
F2 (Continued from Footnote 1) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund V Entities and this report shall not be deemed an admission that such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
F3 Represents the weighted-average sale price per share of a series of transactions, all of which were executed on September 8, 2023. The actual sale prices ranged from a low of $30.24 to a high of $31.235, inclusive. Each of the Reporting Persons undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer full information regarding the number of shares sold at each price within the range.
F4 Represents the weighted-average sale price per share of a series of transactions, all of which were executed on September 8, 2023. The actual sale prices ranged from a low of $31.24 to a high of $31.715, inclusive. Each of the Reporting Persons undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer full information regarding the number of shares sold at each price within the range.
F5 These shares are held of record by Andreessen Horowitz LSV Fund I, L.P., for itself and as nominee for Andreessen Horowitz LSV Fund I-B, L.P. and Andreessen Horowitz LSV Fund I-Q, L.P. (collectively, the "AH LSV Fund I Entities"). AH Equity Partners LSV I, L.L.C. ("AH EP LSV I"), the general partner of the AH LSV Fund I Entities, may be deemed to have sole voting and dispositive power over the shares held by the AH LSV Fund I Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH EP LSV I and may be deemed to have shared voting and dispositive power over the shares held by the AH LSV Fund I Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH LSV Fund I Entities and this report shall not be deemed an admission that such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
F6 These shares are held of record by The 1997 Horowitz Family Trust, of which Benjamin Horowitz is a trustee. Each of the Reporting Persons disclaims the existence of a "group" and, other than Benjamin Horowitz, disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
F7 These shares are held of record by Andreessen Horowitz LSV Fund III, L.P. ("AH LSV Fund III"), for itself and as nominee for Andreessen Horowitz LSV Fund III-B, L.P. ("AH LSV Fund III-B") and AH 2022 Annual Fund, L.P. ("AH 2022 Annual" and together with AH LSV Fund III and AH LSV Fund III-B, the "AH LSV Fund III Entities"). AH Equity Partners LSV III, L.L.C. ("AH EP LSV III"), the general partner of AH LSV Fund III and AH LSV Fund III-B, may be deemed to have sole voting and dispositive power over the shares held by AH LSV Fund III and AH LSV Fund III-B. AH Equity Partners 2022 Annual Fund, L.L.C. ("AH EP 2022 Annual"), the general partner of AH 2022 Annual, may be deemed to have sole voting and dispositive power over the shares held by AH 2022 Annual. Marc Andreessen and Benjamin Horowitz are the managing members of AH EP LSV III and AH EP 2022 Annual and may be deemed to have shared voting and dispositive power over the shares held by the AH LSV Fund III Entities.
F8 (Continued from Footnote 7) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH LSV Fund III Entities and this report shall not be deemed an admission that such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
F9 The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis, and has no expiration date.
F10 These shares are held of record by Andreessen Horowitz Fund IV, L.P., for itself and as nominee for Andreessen Horowitz Fund IV-A, L.P., Andreessen Horowitz Fund IV-B, L.P., and Andreessen Horowitz Fund IV-Q, L.P. (collectively, the "AH Fund IV Entities"). AH Equity Partners IV, L.L.C. ("AH EP IV"), the general partner of the AH Fund IV Entities, may be deemed to have sole voting and dispositive power over the shares held by the AH Fund IV Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH EP IV and may be deemed to have shared voting and dispositive power over the shares held by the AH Fund IV Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund IV Entities and this report shall not be deemed an admission that such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
F11 These shares are held of record by AH Parallel Fund IV, L.P., for itself and as nominee for AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P., and AH Parallel Fund IV-Q, L.P. (collectively, the "AH Parallel Fund IV Entities"). AH Equity Partners IV (Parallel), L.L.C. ("AH EP IV Parallel"), the general partner of the AH Parallel Fund IV Entities, may be deemed to have sole voting and dispositive power over the shares held by the AH Parallel Fund IV Entities.
F12 (Continued from Footnote 11) Marc Andreessen and Benjamin Horowitz are the managing members of AH EP IV Parallel and may be deemed to have shared voting and dispositive power over the shares held by the AH Parallel Fund IV Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund IV Entities and this report shall not be deemed an admission that such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.

Remarks:

Exhibit 24 Power of Attorney. This Form 4 is the first of three Forms 4 filed relating to the same event. Combined, the three reports report the holdings for the following Reporting Persons: Andreessen Horowitz Fund IV, L.P., Andreessen Horowitz Fund IV-A, L.P., Andreessen Horowitz Fund IV-B, L.P., Andreessen Horowitz Fund IV-Q, L.P., Andreessen Horowitz LSV Fund I, L.P., Andreessen Horowitz LSV Fund I-B, L.P., Andreessen Horowitz LSV Fund I-Q, L.P., AH Parallel Fund IV, L.P., AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P., AH Parallel Fund IV-Q, L.P., AH Parallel Fund V, L.P., AH Parallel Fund V-A, L.P., AH Parallel Fund V-B, L.P., AH Parallel Fund V-Q, L.P., Andreessen Horowitz LSV Fund III, L.P., Andreessen Horowitz LSV Fund III-B, L.P., AH 2022 Annual Fund, L.P., AH Equity Partners IV, L.L.C., AH Equity Partners LSV I, L.L.C., AH Equity Partners IV (Parallel), L.L.C., AH Equity Partners V (Parallel), L.L.C., AH Equity Partners LSV III, L.L.C., AH Equity Partners 2022 Annual Fund, L.L.C. and Benjamin Horowitz. This Form 4 has been split into three filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons.