Form 4: OneStream Director Sells Shares Under 10b5-1 Plan
Insider Transaction Report
OneStream Director Jonathan D. Mariner sold 7,956 shares of Class A Common Stock on January 6, 2026, under a pre-arranged 10b5-1 trading plan.
Summary
- Jonathan D. Mariner, a Director of OneStream, Inc., executed sales of Class A Common Stock on January 6, 2026.
- A total of 2,415 shares were sold at a weighted average price of $22.66 per share, within a range of $22.375 to $23.275.
- An additional 5,541 shares were sold at a weighted average price of $23.59 per share, within a range of $23.555 to $23.635.
- The total number of shares sold was 7,956.
- These sales were conducted pursuant to a Rule 10b5-1 trading plan adopted by Mariner on February 28, 2025.
- Following these transactions, Mariner beneficially owns 7,130 shares of Class A Common Stock, which include unvested restricted stock units.
Sentiment
Score: 5
Explanation: The filing reports a routine insider stock sale executed under a pre-arranged 10b5-1 plan, which is generally considered neutral in terms of company performance or outlook.
Positives
- The sales were executed under a Rule 10b5-1 trading plan, which demonstrates pre-planning and helps mitigate concerns about insider trading based on material non-public information.
Negatives
- Insider selling, even under a 10b5-1 plan, reduces the direct equity exposure of a director, which some investors might view with slight caution.
Future Outlook
This filing does not contain any forward-looking statements or guidance regarding the company's future outlook.
Industry Context
This filing reports an individual insider transaction and does not provide information directly related to broader industry trends or competitive landscape.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Policy Adoption | The reporting person adopted a Rule 10b5-1 trading plan on February 28, 2025, under which the reported sales were executed. | 02/28/2025 | The use of a 10b5-1 plan enhances corporate governance by providing an affirmative defense against insider trading allegations, as it pre-schedules trades when the insider is not in possession of material non-public information. |
Stakeholder Impact
- Shareholders: The transaction represents a reduction in a director's direct equity ownership, which could be interpreted differently by investors, though mitigated by the 10b5-1 plan.
Key Dates
| Date | Description |
|---|---|
| 02/28/2025 | Date Rule 10b5-1 trading plan was adopted by the Reporting Person. |
| 01/06/2026 | Date of the reported stock transactions (sales). |
| 01/08/2026 | Date the Form 4 was signed by the attorney-in-fact. |
Recommendation
holdThe reported insider sale by a director was executed under a pre-arranged 10b5-1 trading plan, indicating a planned diversification or liquidity event rather than a reaction to new material information. This type of transaction is generally considered neutral and does not typically warrant a change in investment recommendation based solely on this filing.
Keywords
OneStream, OS, Insider Trading, Form 4, Stock Sale, Director, 10b5-1 Plan, Equity Transaction
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