Form 4: OneStream CRO Sells Shares After Option Exercise
Insider Transaction Report
OneStream's Chief Revenue Officer, Ken Hohenstein, exercised stock options and subsequently sold 40,000 shares of Class A Common Stock.
Summary
- Ken Hohenstein, Chief Revenue Officer of OneStream, Inc., executed stock transactions on December 16, 2025.
- Exercised stock options to acquire 40,000 shares of Class A Common Stock at an exercise price of $10.65 per share.
- Subsequently sold 40,000 shares of Class A Common Stock at a weighted average price of $17.21 per share.
- The sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on November 13, 2024.
- The sale price range for the 40,000 shares was between $16.91 and $17.65, inclusive.
- Following these transactions, Hohenstein directly beneficially owns 990,961 shares of Class A Common Stock, which includes unvested restricted stock units.
- He also indirectly beneficially owns 790,279 shares of Class A Common Stock through the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust.
- Remaining derivative securities include 178,508 stock options with an exercise price of $10.65 and an expiration date of March 5, 2033.
- An additional 69,210 stock options remain, with an exercise price of $10.65 and an expiration date of December 4, 2031.
Sentiment
Score: 5
Explanation: Neutral. This is a routine insider transaction (exercise and sell) under a pre-arranged 10b5-1 plan, which is common for executives managing their equity compensation and liquidity. The sale itself isn't inherently positive or negative for the company's prospects, but the profit taken by the executive is a positive for them personally.
Positives
- The Chief Revenue Officer realized a profit by selling shares at a weighted average price of $17.21, significantly higher than the option exercise price of $10.65.
Negatives
- An executive selling a substantial number of shares, even under a pre-arranged plan, could be perceived by some investors as a lack of confidence, though this is a common practice for liquidity and compensation management.
Future Outlook
This Form 4 filing is a report of an insider transaction and does not contain any forward-looking statements or guidance regarding the company's future outlook.
Industry Context
This filing reports a routine insider transaction involving the exercise of stock options and subsequent sale of shares by a company executive. Such transactions are common across industries as a means for executives to manage their equity compensation and personal liquidity, often pre-arranged through Rule 10b5-1 plans to avoid accusations of trading on material non-public information.
Related Party Transactions
- 790,279 shares of Class A Common Stock are held indirectly by the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust. The Reporting Person may be deemed to have voting and dispositive power over these shares.
Stakeholder Impact
- Shareholders: The sale of shares by an executive, even under a 10b5-1 plan, could lead to minor concerns about insider selling, though the volume is not exceptionally large relative to total outstanding shares. The transaction itself does not directly impact company operations or strategy.
- Executive (Ken Hohenstein): Realized a significant profit from exercising vested stock options and selling the underlying shares, providing personal liquidity from equity compensation.
Key Dates
| Date | Description |
|---|---|
| 2023-02-15 | Vesting start date for a portion of 30,000 stock options (one-fourth vested, then 1/48th monthly). |
| 2024-02-15 | Vesting start date for a portion of 10,000 stock options (one-fourth vested, then 1/48th monthly). |
| 2024-11-13 | Date the Rule 10b5-1 trading plan was adopted by the Reporting Person. |
| 2025-12-16 | Date of stock option exercise and subsequent sale of Class A Common Stock. |
| 2025-12-18 | Signature date of the Form 4 filing by attorney-in-fact. |
| 2031-12-04 | Expiration date for 30,000 stock options. |
| 2033-03-05 | Expiration date for 10,000 stock options. |
Recommendation
holdThis Form 4 details a routine insider transaction where the Chief Revenue Officer exercised stock options and subsequently sold shares under a pre-arranged 10b5-1 trading plan. Such transactions are common for executives managing their equity compensation and personal liquidity and do not typically signal a change in the company's fundamental outlook or warrant a change in investment recommendation based solely on this filing.
Keywords
OneStream, OS, Ken Hohenstein, Chief Revenue Officer, Insider Trading, Form 4, Stock Options, 10b5-1 Plan, Share Sale, Equity Transaction
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