STOCK TITAN

Samsara (NYSE: IOT) officer sells 4,688 shares under 10b5-1 plan

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

Rhea-AI Filing Summary

Samsara Inc. officer Adam Eltoukhy reported open-market sales of 4,688 shares of Class A Common Stock on February 20, 2026. The trades, coded as sales, were executed under a Rule 10b5-1 trading plan adopted March 28, 2025.

The filing shows 4,188 shares sold at a weighted-average price of $26.6981 and 500 shares at a weighted-average price of $27.6000, each across multiple price levels. After these sales, Eltoukhy directly holds 246,675 shares of Class A Common Stock.

The report also lists 117,171 shares held indirectly by the ES Trust, over which Eltoukhy has voting or investment power. A footnote notes that some securities are restricted stock units, each representing a contingent right to receive one share of Class A Common Stock.

Positive

  • None.

Negative

  • None.
Insider Eltoukhy Adam
Role SEE REMARKS
Sold 4,688 shs ($126K)
Type Security Shares Price Value
Sale Class A Common Stock 4,188 $26.6981 $112K
Sale Class A Common Stock 500 $27.60 $14K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 247,175 shares (Direct); Class A Common Stock — 117,171 shares (Indirect, See footnote)
Footnotes (1)
  1. The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted March 28, 2025. 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 $26.26 to $27.24, 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. 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. The number of shares held reflects the transfer of 4,688 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. 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 $27.43 to $27.77, 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. Consists of shares held by the ES Trust.
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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)
02/20/2026
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 02/20/2026 S(1) 4,188 D $26.6981(2) 247,175(3)(4) D
Class A Common Stock 02/20/2026 S(1) 500 D $27.6(5) 246,675(3) D
Class A Common Stock 117,171(4) I See footnote(6)
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 $26.26 to $27.24, 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 4,688 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. 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 $27.43 to $27.77, 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.
6. Consists of shares held by the ES Trust.
Remarks:
Executive Vice President, Chief Legal Officer and Secretary
/s/ Adam Eltoukhy 02/23/2026
** 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

How many Samsara (IOT) shares did Adam Eltoukhy sell in this Form 4?

Adam Eltoukhy reported selling 4,688 shares of Samsara Class A Common Stock. The sales occurred in two open-market transactions on February 20, 2026, totaling 4,188 shares in one block and 500 shares in another.

At what prices were the Samsara (IOT) shares sold by Adam Eltoukhy?

Eltoukhy’s sales used weighted-average prices of $26.6981 for 4,188 shares and $27.6000 for 500 shares. Each block was executed across multiple individual trades within stated price ranges disclosed in the footnotes.

How many Samsara (IOT) shares does Adam Eltoukhy hold after the reported sales?

After the reported sales, Eltoukhy directly holds 246,675 shares of Samsara Class A Common Stock. The filing also reports 117,171 shares held indirectly by the ES Trust, over which he has voting or investment power.

Was the Samsara (IOT) insider sale by Adam Eltoukhy under a 10b5-1 plan?

Yes. A footnote states the sales were effected under a Rule 10b5-1 trading plan adopted on March 28, 2025. Such pre-arranged plans allow insiders to sell shares according to preset instructions over time.

What is the ES Trust mentioned in the Samsara (IOT) Form 4 for Adam Eltoukhy?

The ES Trust is an entity holding 117,171 Samsara shares indirectly reported for Eltoukhy. A footnote explains these consist of shares held by the ES Trust, over which he has voting or investment power as co-trustee.

What are the restricted stock units (RSUs) referenced in Adam Eltoukhy’s Samsara (IOT) filing?

The filing notes that certain securities are restricted stock units, with each RSU representing a contingent right to receive one share of Class A Common Stock. Delivery depends on meeting the applicable vesting schedule and conditions.