Form 4: OneStream Inc. Merger Transactions Detailed

John Kinzer reports on changes in beneficial ownership of OneStream, Inc. Class A Common Stock and stock options following a merger.

Summary

• John Kinzer, a Director and Officer of OneStream, Inc., has filed a Form 4 detailing transactions related to his beneficial ownership of the company's securities.
• These transactions occurred on April 1, 2026, and are a result of the company's merger, which became effective on the same date.
• The filing outlines the conversion of restricted stock units (RSUs), common units, and stock options into cash payments based on a 'Per Share Price' of $24.00.
• Specifically, 94,607 RSUs were converted into a cash award, 30,000 RSUs were converted into a cash award, and 7,130 RSUs were converted into a cash award.
• Additionally, 270,997 common units were converted into cash, and stock options with exercise prices of $10.65 (50,000 shares) and $20 (128,225 shares) were converted into cash payments.
• The shares are held by the John E. Kinzer Trust, with Mr. Kinzer acting as trustee.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral. It reports on the completion of a merger and the conversion of securities, which is a procedural event rather than an indicator of operational performance.

Positives

• The merger was successfully completed on April 1, 2026, indicating a significant corporate event achieved.
• All reported securities (RSUs, common units, stock options) were converted into cash at a specified price of $24.00 per share, providing a clear valuation outcome for these holdings.
• Vested and unvested stock options and RSUs were converted, suggesting a comprehensive settlement of equity-based compensation and awards.

Negatives

• The filing details the cancellation and conversion of various equity awards (RSUs, common units, stock options) into cash, implying a change in the form of ownership for Mr. Kinzer and potentially other stakeholders.
• The conversion of stock options into cash is based on the 'excess, if any' of the Per Share Price over the exercise price, meaning some options might have resulted in a cash payment of zero if the exercise price was higher than $24.00.

Risks

• The filing does not explicitly mention any ongoing or future risks. The primary focus is on the completion of a merger and the subsequent conversion of securities.

Future Outlook

The filing primarily reports on past transactions related to a merger and does not contain explicit forward-looking statements or guidance regarding future company performance.

Management Comments

• The filing is a Form 4, which is a standardized SEC disclosure and does not contain direct quotes or paraphrased statements from management.
• The 'Remarks' section indicates 'Interim Chief Financial Officer' but does not include any commentary.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions following significant corporate events like mergers. The conversion of equity awards at a set price is typical in such transactions, providing liquidity to executives and employees.

Related Party Transactions

• The filing details transactions involving John Kinzer, who is a Director and Officer of OneStream, Inc., and also a trustee of the John E. Kinzer Trust, which holds some of the securities. These are insider transactions related to a merger.

Stakeholder Impact

• Shareholders: The merger signifies a change in the corporate structure, with OneStream, Inc. becoming a subsidiary of Parent. Shareholders of Class A Common Stock received $24.00 per share.
• Employees/Executives (like Mr. Kinzer): Holders of RSUs, common units, and stock options received cash payments based on the merger terms, converting their equity into liquidity.
• Creditors: The filing does not directly address the impact on creditors, but a merger typically involves a review of the combined entity's financial health.

Next Steps

• The merger has been completed, and securities have been converted as per the merger agreement.
• The reporting person's beneficial ownership has changed due to these conversions.

Key Dates

Keywords

Form 4, SEC Filing, OneStream Inc., Merger, Beneficial Ownership, Restricted Stock Units, Stock Options, Common Stock, John Kinzer, Insider Trading, Equity Conversion