Form 4: OneStream Director Sells $600K in Class A Stock

OneStream Director John Kinzer executed a planned sale of 30,000 Class A Common Stock shares for $600,000 following a conversion from Class D shares.

Summary

• John Kinzer, a Director of OneStream, Inc., reported transactions involving the company's equity securities.
• On September 18, 2025, Kinzer converted 30,000 shares of Class D Common Stock into 30,000 shares of Class A Common Stock at the holder's election on a 1:1 basis.
• Also on September 18, 2025, 30,000 Common Units of OneStream Software LLC were redeemed, and 30,000 shares of Class C Common Stock were cancelled, in exchange for 30,000 shares of Class D Common Stock.
• On September 19, 2025, Kinzer sold 30,000 shares of Class A Common Stock at a price of $20.00 per share, totaling $600,000.
• The sale was conducted pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 22, 2024.
• Following these transactions, Kinzer beneficially owns 7,130 shares of Class A Common Stock directly (including unvested restricted stock units) and 300,997 Common Units indirectly through the John E. Kinzer Trust.

Sentiment

Score: 4

Explanation: The sale of shares by a director, even under a 10b5-1 plan, can be perceived slightly negatively by the market. However, the pre-arranged nature mitigates the immediate negative signal.

Positives

• The sale was executed under a pre-arranged Rule 10b5-1 trading plan, indicating it was not based on new, non-public information.

Negatives

• A Director sold a significant number of shares (30,000 shares) for $600,000, which can sometimes be perceived negatively by the market.

Risks

• Potential negative market perception due to insider selling, which could be interpreted as a lack of confidence, despite the 10b5-1 plan.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• The shares are held by the John E. Kinzer Trust, of which the Reporting Person is a trustee, indicating an indirect beneficial ownership structure.

Stakeholder Impact

• Shareholders: May view the insider sale with slight caution, though the 10b5-1 plan provides context for the transaction.

Key Dates

Recommendation

While a director's sale of shares can sometimes signal a lack of confidence, this transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted nearly a year prior. This suggests the sale is for personal financial planning rather than based on new, material non-public information. Therefore, it does not provide a strong signal for a 'buy' or 'sell' recommendation, warranting a 'hold' position based solely on this filing.

Keywords

OneStream Inc., OS, John Kinzer, Insider Trading, Form 4, Stock Sale, Director, 10b5-1 Plan, Class A Common Stock, Class D Common Stock, Common Units