Sanjit Biswas - May 14, 2024 Form 4 Insider Report for Samsara Inc. (IOT)

Signature
/s/ Adam Eltoukhy, attorney-in-fact on behalf of Sanjit Biswas
Stock symbol
IOT
Transactions as of
May 14, 2024
Transactions value $
-$3,832,266
Form type
4
Date filed
5/16/2024, 08:23 PM
Previous filing
May 9, 2024
Next filing
May 23, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IOT Class A Common Stock Sale -$3.46M -86.9K -4.89% $39.88 1.69M May 14, 2024 See footnote F1, F2, F3
transaction IOT Class A Common Stock Sale -$48.7K -1.2K -0.07% $40.55 1.69M May 14, 2024 See footnote F1, F3, F4
transaction IOT Class A Common Stock Sale -$320K -7.94K -0.47% $40.27 1.68M May 15, 2024 See footnote F1, F3, F5
holding IOT Class A Common Stock 1.7M May 14, 2024 Direct F6
holding IOT Class A Common Stock 154K May 14, 2024 See footnote F7
holding IOT Class A Common Stock 614K May 14, 2024 See footnote 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
holding IOT Class B Common Stock 80.4M May 14, 2024 Class A Common Stock 80.4M $0.00 See footnote F3, F9, F10, F11
holding IOT Class B Common Stock 3.91M May 14, 2024 Class A Common Stock 3.91M $0.00 See footnote F7, F9
holding IOT Class B Common Stock 16.3M May 14, 2024 Class A Common Stock 16.3M $0.00 See footnote F8, F9
holding IOT Class B Common Stock 664K May 14, 2024 Class A Common Stock 664K $0.00 See footnote F9, F12, F13
holding IOT Class B Common Stock 250K May 14, 2024 Class A Common Stock 250K $0.00 See footnote F9, F14
holding IOT Class B Common Stock 250K May 14, 2024 Class A Common Stock 250K $0.00 See footnote F9, F15
holding IOT Class B Common Stock 250K May 14, 2024 Class A Common Stock 250K $0.00 See footnote F9, F16
holding IOT Class B Common Stock 250K May 14, 2024 Class A Common Stock 250K $0.00 See footnote F9, F17
holding IOT Class B Common Stock 1.29M May 14, 2024 Class A Common Stock 1.29M $0.00 See footnote F9, F18
holding IOT Class B Common Stock 664K May 14, 2024 Class A Common Stock 664K $0.00 See footnote F9, F19, F20
holding IOT Class B Common Stock 127K May 14, 2024 Class A Common Stock 127K $0.00 See footnote F9, F21
holding IOT Class B Common Stock 127K May 14, 2024 Class A Common Stock 127K $0.00 See footnote F9, F22
holding IOT Class B Common Stock 295K May 14, 2024 Class B Common Stock 295K Direct F9, F23, F24
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on September 29, 2023 by SB and HB, Co-Trustees of the Biswas Family Trust u/a/d 7/13/2012, over which the Reporting Person has voting or investment power (the "Biswas Family Trust").
F2 The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $39.505 to $40.50, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F3 Consists of shares held by the Biswas Family Trust.
F4 The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $40.51 to $40.61, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F5 The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $39.915 to $40.545, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F6 These securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
F7 Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Biswas Trust I u/a/d 11/11/2021, over which the Reporting Person has voting or investment power.
F8 Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Biswas Trust II u/a/d 10/14/2021, over which the Reporting Person has voting or investment power.
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.
F10 The number of shares held reflects the transfer, on May 15, 2024, of (i) 126,709 shares of Class B Common Stock from Sanjit Biswas, Trustee of The Sanjit Biswas 2023 Annuity Trust u/a/d 1/16/2023, over which the Reporting Person has voting or investment power (the "SB 2023 Annuity Trust"), to the Biswas Family Trust, (ii) 126,709 shares of Class B Common Stock from HB, Trustee of The HB 2023 Annuity Trust u/a/d 1/16/2023, over which the Reporting Person has voting or investment power (the "HB 2023 Annuity Trust"), to the Biswas Family Trust, (iii) 126,709 shares of Class B Common Stock from the Biswas Family Trust to Sanjit Biswas, Trustee of the Sanjit Biswas 2024 Annuity Trust u/a/d 3/22/2024, over which the Reporting Person has voting or investment power (the "SB 2024 Annuity Trust"),
F11 (continuation from footnote (10)) and (iv) 126,709 shares of Class B Common Stock from the Biswas Family Trust to HB, Trustee of the HB 2024 Annuity Trust u/a/d 3/22/2024, over which the Reporting Person has voting or investment power (the "HB 2024 Annuity Trust").
F12 The number of shares held reflects the transfer, on May 15, 2024, of 126,709 shares of Class B Common Stock from the SB 2023 Annuity Trust to the Biswas Family Trust.
F13 Consists of shares held by the SB 2023 Annuity Trust.
F14 Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Biswas Trust I-A u/a/d 11/11/2021, over which the Reporting Person has voting or investment power.
F15 Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Biswas Trust I-A fbo REB u/a/d 11/11/2021, over which the Reporting Person has voting or investment power.
F16 Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Biswas Trust I-A fbo NAmB u/a/d 11/11/2021, over which the Reporting Person has voting or investment power.
F17 Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Biswas Trust I-A fbo NAlB u/a/d 11/11/2021, over which the Reporting Person has voting or investment power.
F18 Consists of shares held by the Reporting Person's spouse.
F19 The number of shares held reflects the transfer, on May 15, 2024, of 126,709 shares of Class B Common Stock from the HB 2023 Annuity Trust to the Biswas Family Trust.
F20 Consists of shares held by the HB 2023 Annuity Trust.
F21 Consists of shares held by the SB 2024 Annuity Trust.
F22 Consists of shares held by the HB 2024 Annuity Trust.
F23 The reported shares represent RSUs, of which 126,628 shares shall vest on June 15, 2024 and the remaining shares vest in quarterly installments through December 15, 2024.
F24 Each RSU represents a contingent right to receive one share of Class B Common Stock.