Form 4: Andreessen Horowitz Funds Distribute and Sell Samsara Inc. Shares

Andreessen Horowitz related funds distributed a significant number of Samsara Inc. Class A shares to their partners and members, and also sold some shares on the open market.

Summary

• Andreessen Horowitz related funds distributed a total of 14,345,916 Class A shares of Samsara Inc. to their limited partners and members on December 9, 2024.
• These distributions were made by AH LSV Fund I Entities (2,401,999 shares), AH Fund IV Entities (10,949,016 shares), and AH Parallel Fund IV Entities (994,901 shares).
• The distributions were made for no consideration, representing each partner's pro rata interest.
• Additionally, AH Parallel Fund V, L.P. and AH Capital Management, L.L.C. sold a total of 198,785 shares of Class A Common Stock on December 10, 2024, at prices ranging from $45.01 to $48.08.
• The reported prices are weighted averages, and the exact number of shares sold at each price point is available upon request.

Sentiment

Score: 5

Explanation: The document reflects a mix of activity, with both share distributions and sales. The distributions are neutral, while the sales could be seen as slightly negative, but not significantly so. Overall, the sentiment is neutral.

Positives

• The distribution of shares to limited partners and members could be seen as a positive move, potentially increasing the number of stakeholders with a vested interest in the company's success.

Negatives

• The sale of shares by AH Parallel Fund V, L.P. and AH Capital Management, L.L.C. could be interpreted as a negative signal, potentially indicating a lack of confidence in the company's short-term prospects.

Risks

• The large distribution of shares could potentially lead to increased volatility in the stock price.
• The sale of shares by some entities could create downward pressure on the stock price.

Management Comments

• Each of the Reporting Persons disclaims the existence of a 'group' and disclaims beneficial ownership of the securities held by the various entities, except to the extent of their pecuniary interest.

Industry Context

This activity is typical for venture capital and private equity firms, where distributions to limited partners are a common practice. The sale of shares is also a normal part of portfolio management.

Comparison to Industry Standards

• The distribution of shares to limited partners is a standard practice in the venture capital and private equity industry, similar to distributions made by other firms like Sequoia Capital or Kleiner Perkins.
• The sale of shares by investment funds is also a common occurrence, often done to realize gains or rebalance portfolios, similar to actions taken by firms like Tiger Global or SoftBank.

Stakeholder Impact

• Shareholders may experience some volatility due to the distribution and sale of shares.
• Limited partners of the Andreessen Horowitz funds will receive shares as part of the distribution.

Key Dates

Keywords

Samsara Inc., Andreessen Horowitz, share distribution, share sale, Class A Common Stock, investment funds, beneficial ownership