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[Form 4] Samsara Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Adam Eltoukhy, Executive Vice President, Chief Legal Officer and Secretary of Samsara Inc. (IOT), reported the sale of 4,767 shares of Class A common stock on 09/22/2025 under a Rule 10b5-1 trading plan adopted March 28, 2025. The report shows a weighted-average sale price of $39.4043 with individual trade prices ranging from $38.92 to $39.88. After the reported transactions, the filing lists 302,698 shares beneficially owned directly and 113,196 shares held indirectly by the ES Trust, which the reporting person discloses as under his voting or investment power. Some reported holdings include restricted stock units subject to vesting.

Positive

  • Transaction executed under a Rule 10b5-1 plan, indicating pre-planned trading and compliance with insider-trading frameworks
  • Clear disclosure of holdings including direct, indirect, and RSU components which enhances transparency for investors

Negative

  • Reduction of direct holdings by 4,767 shares which modestly decreases the reporting person's direct stake
  • Some holdings are RSUs subject to vesting, indicating not all reported shares are currently transferable or sold

Insights

TL;DR: Routine insider sale under a documented 10b5-1 plan; disclosure and process compliance are clear.

The Form 4 shows the officer used a pre-established Rule 10b5-1 plan to effect the sale, which demonstrates adherence to established insider trading defenses and internal trading controls. The filing discloses both direct and indirect holdings and clarifies that some holdings are restricted stock units subject to vesting, improving transparency. This item appears procedural rather than indicative of material corporate change.

TL;DR: Insider sold a small block at a ~$39.40 weighted-average price; position remains substantial post-sale.

The reported disposal of 4,767 shares at a weighted-average price of $39.4043 reduces direct holdings but leaves the reporting person with 302,698 directly held shares and an additional 113,196 held indirectly by the ES Trust. The use of RSUs and the 10b5-1 plan suggests the sale was preplanned and not a reactionary trade; the transaction does not, by itself, signal a material change to company fundamentals.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Eltoukhy Adam

(Last) (First) (Middle)
C/O SAMSARA INC.
1 DE HARO STREET

(Street)
SAN FRANCISCO CA 94107

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Samsara Inc. [ IOT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SEE REMARKS
3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/22/2025 S(1) 4,767 D $39.4043(2) 302,698(3)(4) D
Class A Common Stock 113,196(4) I See footnote(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted March 28, 2025.
2. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $38.92 to $39.88, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
3. Certain of these securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
4. The number of shares held reflects the transfer of 4,767 shares of Class A Common Stock from AE and NS, Co-Trustees of the ES Trust, over which the Reporting Person has voting or investment power (the "ES Trust"), to the Reporting Person.
5. Consists of shares held by the ES Trust.
Remarks:
Executive Vice President, Chief Legal Officer and Secretary
/s/ Adam Eltoukhy 09/23/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Adam Eltoukhy report on the Form 4 for Samsara (IOT)?

The Form 4 reports that Adam Eltoukhy sold 4,767 shares of Class A common stock on 09/22/2025 under a Rule 10b5-1 plan and retains 302,698 shares directly plus 113,196 shares indirectly via the ES Trust.

At what price were the shares sold in the Samsara (IOT) Form 4 filing?

The filing shows a weighted-average sale price of $39.4043 and indicates individual trade prices ranged from $38.92 to $39.88.

Was the sale by the Samsara insider preplanned or discretionary?

The report states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted March 28, 2025, indicating the transactions were preplanned.

Does the Form 4 indicate any change in indirect holdings for Samsara (IOT)?

The Form 4 notes 113,196 shares are held indirectly by the ES Trust and that 4,767 shares were transferred from the ES Trust to the reporting person, reflecting a transfer of voting or investment power.

Are all shares reported on the Form 4 immediately transferable?

No. The filing discloses that certain securities are restricted stock units (RSUs), each representing a contingent right to receive one share subject to vesting conditions.
Samsara Inc

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21.06B
333.85M
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Software - Infrastructure
Services-computer Integrated Systems Design
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United States
SAN FRANCISCO