Michael Burkland - Nov 25, 2024 Form 4 Insider Report for OneStream, Inc. (OS)

Role
Director
Signature
/s/ Holly Koczot, attorney-in-fact
Stock symbol
OS
Transactions as of
Nov 25, 2024
Transactions value $
-$295,771
Form type
4
Date filed
11/27/2024, 05:52 PM
Previous filing
Nov 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OS Class A Common Stock Conversion of derivative security +9.54K 9.54K Nov 25, 2024 See Footnote F1, F2
transaction OS Class A Common Stock Sale -$296K -9.54K -100% $31.00 0 Nov 27, 2024 See Footnote F2, F3

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 OS Common Units Conversion of derivative security $0 -9.54K -1.93% $0.00 486K Nov 25, 2024 Class D Common Stock 9.54K See Footnote F2, F4, F5
transaction OS Class D Common Stock Conversion of derivative security $0 +9.54K $0.00 9.54K Nov 25, 2024 Class A Common Stock 9.54K See Footnote F2, F4, F6
transaction OS Class D Common Stock Conversion of derivative security $0 -9.54K -100% $0.00 0 Nov 25, 2024 Class A Common Stock 9.54K See Footnote F1, F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Class A Common Stock was acquired upon the conversion, at the holder's election, of Class D Common Stock held by the holder on a 1:1 basis.
F2 Held of record by the Burkland Family Trust dated 1/28/1997 (the "Burkland Trust"), of which the Reporting Person is trustee. By virtue of his relationship, the Reporting Person may be deemed to hold voting and dispositive power with respect to the securities held by the the Burkland Trust.
F3 As previously disclosed in the Issuer's prospectus dated November 14, 2024, filed with the Securities and Exchange Commission on November 15, 2024, on November 18, 2024, the Issuer completed an underwritten public offering of Class A Common Stock (the "November 2024 Follow-On Offering"). In connection with the underwriters' exercise of their option to purchase additional shares of Class A Common Stock in the November 2024 Follow-On Offering, the holder sold an additional 9,541 shares of Class A Common Stock at a public offering price of $31 per share, or a net per share price of $29.9925 after deducting $1.0075 per share of underwriting discounts and commissions.
F4 On November 25, 2024, the holder redeemed 9,541 Common Units of OneStream Software LLC, and 9,541 shares of the holder's Class C Common Stock were cancelled, in exchange for 9,541 shares of Class D Common Stock.
F5 The Common Units may be redeemed by the holder for shares of Class D Common Stock on a 1:1 basis, and an equal number of the holder's shares of Class C Common Stock (which have no economic rights) will be cancelled in connection with the redemption. The Common Units have no expiration date.
F6 The Class D Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis. Each outstanding share of Class D Common Stock will automatically convert into one share of Class A common stock upon the earlier of (i) any transfer, whether or not for value, except for certain transfers exempted by the Issuer's amended and restated certificate of incorporation, (ii) death or incapacity (if the holder is a natural person), and (iii) the first trading day following the seventh anniversary of the Issuer's initial public offering.