KKR Group Partnership L.P. - Jul 24, 2024 Form 3 Insider Report for OneStream, Inc. (OS)

Role
10%+ Owner
Signature
KOHLBERG KRAVIS ROBERTS & CO. L.P. By: KKR & Co. GP LLC, its general partner By: /s/ Christopher Lee, Name: Christopher Lee, Title: Secretary
Stock symbol
OS
Transactions as of
Jul 24, 2024
Transactions value $
$0
Form type
3
Date filed
7/24/2024, 09:22 PM
Previous filing
May 28, 2024
Next filing
Jul 29, 2024

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
holding OS Common Units Jul 24, 2024 Class D Common Stock 55.1M See Footnotes F1, F2, F3, F7, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 31.6M See Footnotes F2, F4, F7, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 3.92M See Footnotes F2, F5, F7, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 104K See Footnotes F2, F6, F7, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 1.88M See Footnotes F2, F8, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 911K See Footnotes F2, F9, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 6.38M See Footnotes F2, F10, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 8.57M See Footnotes F2, F11, F13, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 1.28M See Footnotes F2, F12, F13, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 2.64M See Footnotes F2, F14, F16, F17
holding OS Class D Common Stock Jul 24, 2024 Class A Common Stock 1.37M See Footnotes F2, F15, F16, F17
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Common Units represent limited liability company units of OneStream Software LLC ("Common Units") and an equal number of shares of Class C common stock ("Class C Common Stock") of OneStream, Inc. (the "Issuer"). Common Units may be redeemed by the holder at any time on or following the closing of the Issuer's initial public offering for shares of Class D common stock ("Class D Common Stock") on a one-for-one basis, and a corresponding number of shares of Class C Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date. The Class D Common Stock is in turn convertible at any time, at the holder's election, into the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis. Each outstanding share of Class D Common Stock will automatically convert into one share of the Issuer's Class A Common Stock on the first trading day following the seventh anniversary of the Issuer's initial public offering.
F2 The Class D Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a one-for-one basis. Each outstanding share of Class D Common Stock will automatically convert into one share of the Issuer's Class A Common Stock on the first trading day following the seventh anniversary of the Issuer's initial public offering.
F3 Represents securities held by KKR Dream Holdings LLC. KKR Dream Aggregator L.P. is the sole member of KKR Dream Holdings LLC. KKR Dream Aggregator GP LLC is the general partner of KKR Dream Aggregator L.P. KKR Americas Fund XII (Dream) L.P. is the sole member of KKR Dream Aggregator GP LLC.
F4 Represents securities held by KKR Americas XII (Dream) Blocker Parent L.P.
F5 Represents securities held by KKR Americas XII EEA (Dream) Blocker Parent L.P.
F6 Represents securities held by KKR Americas XII (Dream II) Blocker Parent L.P.
F7 KKR Associates Americas XII AIV L.P. is the general partner of each of KKR Americas Fund XII (Dream) L.P., KKR Americas XII (Dream) Blocker Parent L.P., KKR Americas XII EEA (Dream) Blocker Parent L.P., and KKR Americas XII (Dream II) Blocker Parent L.P. KKR Americas XII AIV GP LLC is the general partner of KKR Associates Americas XII AIV L.P.
F8 Represents securities held by KKR TFO Partners L.P. KKR Associates TFO L.P. is the general partner of KKR TFO Partners L.P. KKR TFO GP Limited is the general partner of KKR Associates TFO L.P.
F9 Represents securities held by KKR Custom Equity Opportunities Fund L.P. KKR Associates Custom Equity Opportunities L.P. is the general partner of KKR Custom Equity Opportunities Fund L.P. KKR Custom Equity Opportunities Limited is the general partner of KKR Associates Custom Equity Opportunities L.P.
F10 Represents securities held by KKR-Milton Strategic Partners L.P. KKR Associates Milton Strategic L.P. is the general partner of KKR-Milton Strategic Partners L.P. KKR Milton Strategic Limited is the general partner of KKR Associates Milton Strategic L.P.
F11 Represents securities held by KKR NGT (Dream) Blocker Parent L.P.
F12 Represents securities held by KKR NGT (Dream) Blocker Parent (EEA) L.P.
F13 KKR Associates NGT L.P. is the general partner of KKR NGT (Dream) Blocker Parent L.P. and KKR NGT (Dream) Blocker Parent (EEA) L.P. KKR Next Gen Tech Growth Limited is the general partner of KKR Associates NGT L.P.
F14 Represents securities held by KKR Wolverine I Ltd. KKR Financial Management LLC is the portfolio manager of KKR Wolverine I Ltd. Kohlberg Kravis Roberts & Co. L.P. is the sole member of KKR Financial Management LLC. KKR & Co. GP LLC is the general partner of Kohlberg Kravis Roberts & Co. L.P. KKR Holdco LLC is the sole member of KKR & Co. GP LLC.
F15 Represents securities held by K-PRIME AG Financing LP. K-PRIME Hedge-Finance GP Limited is the general partner of K-PRIME AG Financing LP. K-PRIME Aggregator L.P. is the sole shareholder of K-PRIME Hedge-Finance GP Limited. K-PRIME GP LLC is the general partner of K-PRIME Aggregator L.P. KKR Associates Group L.P. is the sole member of K-PRIME GP LLC. KKR Associates Group GP LLC is the general partner of KKR Associates Group L.P.
F16 KKR Group Partnership L.P. is the sole member of each of KKR Americas XII AIV GP LLC, KKR Associates Group GP LLC, and KKR Holdco LLC and sole shareholder of each of KKR TFO GP Limited, KKR Custom Equity Opportunities Limited, KKR Milton Strategic Limited and KKR Next Gen Tech Growth Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
F17 Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Remarks:

Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 3. Exhibit List: Exhibit 24 - Powers of Attorney.