[Form 4] Samsara Inc. Insider Trading Activity

Rhea-AI Filing Summary

Dominic Phillips, Executive Vice President and Chief Financial Officer of Samsara Inc. (IOT), reported multiple open-market sales of Class A common stock executed on 09/05/2025. The Form 4 discloses four sale entries totaling 17,793 shares sold, with reported weighted-average prices in ranges from $39.32 to $42.67. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted December 31, 2024.

The filing shows the reporting person holds beneficial ownership of Class A shares directly and indirectly: post-transaction reported direct holdings decrease across the reported lines (examples include 811,328, 805,037, 795,135, and 793,735 shares). The Form also lists 1,061,816 Class A shares held indirectly by the Phillips Family Trust.

Positive

• Sales executed under a Rule 10b5-1 trading plan, indicating predetermined trading intent and procedural compliance
• Clear disclosure of weighted-average price ranges and aggregate shares sold, improving transparency
• Footnotes explain transfers and RSU status, clarifying the nature of holdings and post-transaction counts

Negative

• Insider sold 17,793 shares on 09/05/2025, which reduces direct reported holdings
• Multiple sale price ranges require the reporting person to provide further breakdowns on request, adding disclosure burden

Insights

Financial Analyst

TL;DR: Insider sales of 17,793 shares under a 10b5-1 plan; routine disclosure without additional financial data.

The Form 4 documents controlled sales by Samsara's CFO executed under a pre-established Rule 10b5-1 plan adopted December 31, 2024. The filing provides exact share amounts sold on 09/05/2025 and weighted-average price ranges for each aggregated trade series. The disclosure clarifies direct and indirect holdings post-transaction and identifies the Phillips Family Trust as an indirect holder of 1,061,816 Class A shares. No further operational or earnings data are included in this filing.

Corporate Governance Expert

TL;DR: Disclosure aligns with Rule 10b5-1 procedures; shows transparent reporting of transfers and post-sale holdings.

The filing indicates compliance with Rule 10b5-1 trading-plan procedures and includes explanatory footnotes detailing price ranges and the transfer of 17,793 shares from the Phillips Family Trust to the reporting person. It separately reports direct and indirect beneficial ownership counts, which aids transparency. The Form does not state any amendments, related-party agreements beyond the trust transfer, or unusual derivative activity.

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^*

Phillips Dominic

(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)
09/05/2025

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	09/05/2025		S(1)		200	D	$39.41(2)	811,328(3)(4)	D
Class A Common Stock	09/05/2025		S(1)		6,291	D	$41.0378(5)	805,037(3)	D
Class A Common Stock	09/05/2025		S(1)		9,902	D	$41.8606(6)	795,135(3)	D
Class A Common Stock	09/05/2025		S(1)		1,400	D	$42.5143(7)	793,735(3)	D
Class A Common Stock								1,061,816(4)	I	See footnote(8)

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 December 31, 2024.

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 $39.32 to $39.50, 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 17,793 shares of Class A Common Stock from The Phillips Family Trust dated 5/9/2013, of which the Reporting Person and his spouse serve as trustees (the "Phillips Family 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 $40.41 to $41.37, 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. 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 $41.41 to $42.40, 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.

7. 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 $42.41 to $42.67, 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.

8. Consists of shares held by the Phillips Family Trust.

Remarks:

Executive Vice President, Chief Financial Officer

	/s/ Adam Eltoukhy, attorney-in-fact on behalf of Dominic Phillips	09/09/2025
	** 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 transactions did Dominic Phillips report on Form 4 for Samsara Inc. (IOT)?

The Form 4 reports multiple sales of Class A common stock on 09/05/2025 totaling 17,793 shares executed under a Rule 10b5-1 plan.

Were the insider sales made under a trading plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted December 31, 2024.

What price ranges were reported for the shares sold?

The disclosed sale price ranges across the aggregated transactions were from $39.32 to $42.67, with weighted-average prices reported per aggregated series.

How many shares does the Phillips Family Trust hold according to the filing?

The filing states the Phillips Family Trust holds 1,061,816 Class A common shares (indirect beneficial ownership).

Did the reporting person receive any transferred shares?

Yes. Footnote disclosure notes a transfer of 17,793 shares of Class A common stock from the Phillips Family Trust to the reporting person.