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[Form 4] Samsara Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Benjamin Louis Kirchhoff, Chief Accounting Officer of Samsara Inc. (IOT), reported the sale of 1,772 shares of Class A common stock on 09/10/2025 at a weighted-average price of $38.1335. The filing states the shares were sold in non-discretionary transactions to cover tax withholding arising from the settlement of restricted stock units (RSUs). After the sale, the reporting person beneficially owns 105,518 shares, and certain of the remaining securities are RSUs that vest per their schedule. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Positive

  • Timely and transparent disclosure via Form 4 explaining purpose of sale (tax withholding) and offering to provide detailed pricing on request
  • Minor reduction in holdings: the sale involved 1,772 shares, leaving 105,518 shares beneficially owned

Negative

  • Insider sold shares, which reduces insider ownership (1,772 shares disposed) though sale is described as tax-related
  • Multiple execution prices reported only as a range ($37.71 to $38.545); detailed per-trade pricing is not included in the filing

Insights

TL;DR: Routine insider sale to satisfy tax withholding; reduces beneficial holdings modestly and is disclosed promptly.

The transaction is described as a non-discretionary sale to cover tax obligations tied to RSU settlement, which is a common practice and typically viewed as administrative rather than a signal about company fundamentals. The sale involved a small number of shares (1,772) at a reported weighted-average price of $38.1335, leaving the reporting person with 105,518 shares. Disclosure was made on a Form 4, satisfying Section 16 reporting requirements.

TL;DR: Filing shows compliance with insider reporting rules and explains the economic purpose of the sale.

The explanatory note clarifies the sale's purpose was tax withholding for RSU settlements and provides a price range for the multiple transactions. The filer also offers to supply detailed per-transaction pricing to the issuer or SEC staff upon request, which supports transparency. There are no indications of a Rule 10b5-1 plan or other trading arrangement referenced in the filing.

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).
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*
Kirchhoff Benjamin Louis

(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)
CHIEF ACCOUNTING OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025
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 09/10/2025 S(1) 1,772 D $38.1335(2) 105,518(3) D
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. These shares were disposed of in non-discretionary transactions to cover the Reporting Person's tax withholding obligations in connection with the settlement of awards of restricted stock units (RSUs).
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 $37.71 to $38.545, 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 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.
/s/ Adam Eltoukhy, attorney-in-fact on behalf of Benjamin Louis Kirchhoff 09/12/2025
** 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 Benjamin Louis Kirchhoff report on Form 4 for Samsara Inc. (IOT)?

He reported the sale of 1,772 shares of Class A common stock on 09/10/2025 to cover tax withholding related to RSU settlement, at a weighted-average price of $38.1335.

How many shares does the reporting person own after the transaction?

105,518 shares of Class A common stock were reported as beneficially owned following the sale.

Why were the shares sold according to the filing?

The shares were sold in non-discretionary transactions to cover tax withholding obligations arising from the settlement of restricted stock units (RSUs).

At what prices were the shares sold?

The filing reports a weighted-average price of $38.1335 and states the shares were sold in multiple transactions at prices ranging from $37.71 to $38.545.

Does the Form 4 indicate a Rule 10b5-1 trading plan?

No. The filing does not indicate that the transactions were made pursuant to a 10b5-1 plan; they are described as non-discretionary sales for tax withholding.
Samsara Inc

NYSE:IOT

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21.06B
333.85M
3.82%
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3.82%
Software - Infrastructure
Services-computer Integrated Systems Design
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United States
SAN FRANCISCO