Form 4: OneStream Inc. Merger Transaction Disclosed

Form 4 filing details the conversion of Class D Common Stock and Common Units into cash following the merger of OneStream, Inc.

Summary

• This filing is a Form 4, reporting changes in beneficial ownership of OneStream, Inc. (OS).
• The transactions reported occurred on April 1, 2026, and relate to a merger involving OneStream, Inc.
• Various K-PRIME entities and KKR entities are listed as reporting persons, indicating significant ownership.
• The filing details the conversion of Class D Common Stock and Common Units into cash payments of $24.00 per share.
• Specific amounts of Class D Common Stock and Common Units converted are listed, totaling tens of millions of shares/units across different holdings.
• The filing also includes extensive footnotes explaining the relationships between the various reporting entities and beneficial ownership disclaimers.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, as it reports on a completed transaction with clear cash payouts for certain security holders, but also significant value reduction for others. It's a factual disclosure of a merger's outcome.

Positives

• Shareholders of Class D Common Stock and Common Units received a cash payment of $24.00 per share, indicating a successful exit or liquidity event for these holders.
• The merger transaction has been completed, as indicated by the transaction date of April 1, 2026.

Negatives

• The filing indicates the cancellation of Class D Common Stock and Common Units, meaning these securities will no longer exist post-merger.
• Holders of Class C Common Stock received a nominal cash payment of $0.0001 per share, representing a near-total loss of value for this class.

Risks

• The extensive footnotes detailing beneficial ownership and disclaimers suggest complex ownership structures that could lead to future governance or reporting complexities.
• The nominal value received for Class C Common Stock indicates a significant loss for those holders, potentially leading to dissatisfaction or legal challenges if not adequately disclosed prior to the merger.

Future Outlook

The filing does not contain forward-looking statements or guidance. It reports on a completed merger transaction.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard disclosures for significant beneficial ownership changes, particularly in the context of corporate events like mergers. The involvement of KKR and K-PRIME entities suggests a private equity-backed transaction, common in the software and technology sectors where consolidation is frequent.

Stakeholder Impact

• Shareholders of Class D Common Stock and Common Units: Positively impacted by receiving $24.00 per share in cash.
• Shareholders of Class C Common Stock: Negatively impacted by receiving a nominal $0.0001 per share.
• Reporting Persons (K-PRIME and KKR entities): Their beneficial ownership stakes have been converted into cash, indicating an exit or liquidity event for their investments in OneStream, Inc.

Next Steps

• The merger transaction has been completed, with OneStream, Inc. becoming a subsidiary of Parent.
• Shareholders of Class D Common Stock and Common Units have received cash payments.

Key Dates

Keywords

Form 4, SEC Filing, OneStream Inc., Merger, Beneficial Ownership, Class D Common Stock, Common Units, Cash Payment, KKR, K-PRIME