| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | OS | Class A Common Stock | Options Exercise | $2.98M | +280K | $10.65 | 280K | Dec 13, 2024 | Direct | ||
| transaction | OS | Class A Common Stock | Sale | -$6.14M | -208K | -74.36% | $29.47 | 71.8K | Dec 13, 2024 | Direct | F1, F2 |
| transaction | OS | Class A Common Stock | Sale | -$2.18M | -71.8K | -100% | $30.40 | 0 | Dec 13, 2024 | Direct | F1, F3 |
| transaction | OS | Class A Common Stock | Conversion of derivative security | +168K | 168K | Dec 13, 2024 | See Footnote | F4, F5 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | OS | Stock Option (right to buy) | Options Exercise | $0 | -140K | -45.17% | $0.00 | 170K | Dec 13, 2024 | Class A Common Stock | 140K | $10.65 | Direct | F6 |
| transaction | OS | Stock Option (right to buy) | Options Exercise | $0 | -140K | -27.52% | $0.00 | 369K | Dec 13, 2024 | Class A Common Stock | 140K | $10.65 | Direct | F7 |
| transaction | OS | Common Units | Conversion of derivative security | $0 | -168K | -95.83% | $0.00 | 7.3K | Dec 13, 2024 | Class D Common Stock | 168K | See Footnote | F5, F8, F9 | |
| transaction | OS | Class D Common Stock | Conversion of derivative security | $0 | +168K | $0.00 | 168K | Dec 13, 2024 | Class A Common Stock | 168K | See Footnote | F5, F8, F10 | ||
| transaction | OS | Class D Common Stock | Conversion of derivative security | $0 | -168K | -100% | $0.00 | 0 | Dec 13, 2024 | Class A Common Stock | 168K | See Footnote | F4, F5, F10 | |
| holding | OS | Class D Common Stock | 6.89M | Dec 13, 2024 | Class A Common Stock | 6.89M | Direct | F10 | ||||||
| holding | OS | Class D Common Stock | 3.35M | Dec 13, 2024 | Class A Common Stock | 3.35M | See Footnote | F10, F11 | ||||||
| holding | OS | Class D Common Stock | 1.68M | Dec 13, 2024 | Class A Common Stock | 1.68M | See Footnote | F10, F12 |
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).
| Id | Content |
|---|---|
| F1 | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 13, 2024. |
| F2 | Represents the weighted average share price of an aggregate total of 208,194 shares sold in the price range of $29.06 to $30.04 by the Reporting Person. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| F3 | Represents the weighted average share price of an aggregate total of 71,806 shares sold in the price range of $30.07 to $30.77 by the Reporting Person. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| F4 | 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. |
| F5 | The shares are held of record by CCICU Corp. CCICU Corp. is a subchapter S corporation of which the Reporting Person is the sole owner and maintains control. |
| F6 | One-fourth of the shares subject to the option vested on February 15, 2023, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date. |
| F7 | One-fourth of the shares subject to the option vested on February 15, 2024, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date. |
| F8 | On December 13, 2024, the holder redeemed 167,821 Common Units of OneStream Software LLC, and 167,821 shares of the holder's Class C Common Stock were cancelled, in exchange for 167,821 shares of Class D Common Stock. |
| F9 | 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. |
| F10 | 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. |
| F11 | The shares are held of record by the 2023 Trust for Kelly and Katharine Colby and Their Descendants dated April 27, 2023, of which the Reporting Person serves as the investment trustee. |
| F12 | The shares are held of record by the Trust for Jake A. Colby and Descendants dated December 28, 2019, of which the Reporting Person serves as the investment trustee. |
Since the date of the Reporting Person's last Form 4, the Reporting Person resigned as trustee of the 2023 Trust for Kristen M. Colby dated April 27, 2023. Accordingly, the Reporting Person no longer has investment control over, and therefore is not deemed to beneficially own, any of the shares held by the 2023 Trust for Kristen M. Colby dated April 27, 2023.