Sharan Sharat - Jun 9, 2023 Form 4 Insider Report for ON24 INC. (ONTF)

Signature
/s/ Sharan Sharat by Charles Rogerson, as Attorney-in-Fact
Stock symbol
ONTF
Transactions as of
Jun 9, 2023
Transactions value $
$0
Form type
4
Date filed
6/9/2023, 05:38 PM
Previous filing
May 12, 2023
Next filing
Jun 16, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ONTF Common Stock 363K Jun 9, 2023 Direct F1, F2

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 ONTF Stock Options (Right to buy) 20.8K Jun 9, 2023 Common Stock 20.8K $13.33 Direct F3, F4
holding ONTF Stock Options (Right to buy) 439K Jun 9, 2023 Common Stock 439K $13.33 Direct F3, F4
holding ONTF Stock Options (Right to buy) 99.8K Jun 9, 2023 Common Stock 99.8K $2.00 Direct F5, F6
holding ONTF Stock Options (Right to buy) 78.9K Jun 9, 2023 Common Stock 78.9K $1.70 Direct F7, F8
holding ONTF Stock Options (Right to buy) 1.48K Jun 9, 2023 Common Stock 1.48K $1.68 Direct F8, F9
holding ONTF Stock Options (Right to buy) 154K Jun 9, 2023 Common Stock 154K $1.68 Direct F8, F10
holding ONTF Stock Options (Right to buy) 428K Jun 9, 2023 Common Stock 428K $1.35 Direct F8, F11
holding ONTF Stock Options (Right to buy) 314K Jun 9, 2023 Common Stock 314K $1.23 Direct F6, F12
holding ONTF Stock Options (Right to buy) 409K Jun 9, 2023 Common Stock 409K $0.89 Direct F8, F13
holding ONTF Stock Options (Right to buy) 109K Jun 9, 2023 Common Stock 109K $0.86 Direct F8, F14
holding ONTF Stock Options (Right to buy) 66.7K Jun 9, 2023 Common Stock 66.7K $0.86 Direct F8, F14
holding ONTF Stock Options (Right to buy) 498K Jun 9, 2023 Common Stock 498K $0.86 Direct F8, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person is voluntarily restating his holdings in light of the $1.09 special dividend declared on May 8, 2023, payable on or about June 15, 2023, to stockholders of record as of the close of business on May 22, 2023. Pursuant to antidilution provisions, the previously awarded restricted stock units ("RSUs") with 312,954 outstanding were automatically adjusted to represent RSUs to acquire 362,607 shares, as reflected herein. There were no other changes to the RSUs.
F2 The RSUs will vest quarterly in 12 equal installments over a three-year period, with the first installment vesting on March 31, 2023, in each case subject to the Reporting Person's continued service through the applicable vesting date.
F3 Pursuant to antidilution provisions, the exercise price of $14.42 per share of the previously awarded options were automatically adjusted to $13.33 per share, as reflected herein. There were no other changes to the options.
F4 The options vested with respect to 1/48th of such shares on February 1, 2021, with 1/48th of such shares vesting thereafter at the end of each full month of continuous service until fully vested.
F5 Pursuant to antidilution provisions, the previously awarded options to acquire 86,206 shares for an exercise price of $2.32 per share were automatically adjusted to represent options to acquire 99,836 shares for an exercise price of $2.00 per share, as reflected herein. There were no other changes to the options.
F6 The options vested with respect to 1/24th of such shares on January 1, 2021, with 1/24th of such shares vesting thereafter at the end of each full month of continuous service until fully vested.
F7 Pursuant to antidilution provisions, the previously awarded options to acquire 68,181 shares for an exercise price of $1.98 per share were automatically adjusted to represent options to acquire 78,863 shares for an exercise price of $1.70 per share, as reflected herein. There were no other changes to the options.
F8 The options are fully vested and exercisable.
F9 Pursuant to antidilution provisions, the previously awarded options to acquire 1,282 shares for an exercise price of $1.95 per share were automatically adjusted to represent options to acquire 1,484 shares for an exercise price of $1.68 per share, as reflected herein. There were no other changes to the options.
F10 Pursuant to antidilution provisions, the previously awarded options to acquire 133,334 shares for an exercise price of $1.95 per share were automatically adjusted to represent options to acquire 154,400 shares for an exercise price of $1.68 per share, as reflected herein. There were no other changes to the options.
F11 Pursuant to antidilution provisions, the exercise price of $2.44 per share of the previously awarded options were automatically adjusted to $1.35 per share, as reflected herein. There were no other changes to the options.
F12 Pursuant to antidilution provisions, the exercise price of $2.32 per share of the previously awarded options were automatically adjusted to $1.23 per share, as reflected herein. There were no other changes to the options.
F13 Pursuant to antidilution provisions, the exercise price of $1.98 per share of the previously awarded options were automatically adjusted to $0.89 per share, as reflected herein. There were no other changes to the options.
F14 Pursuant to antidilution provisions, the exercise price of $1.95 per share of the previously awarded options were automatically adjusted to $0.86 per share, as reflected herein. There were no other changes to the options.
F15 Pursuant to antidilution provisions, the exercise price of $1.95 per share of the previously awarded options were automatically adjusted to $0.86 per share, as reflected herein. There were no other changes to the options.