Samsara CFO has 8,324 shares withheld for tax

Samsara’s CFO had shares withheld for RSU tax obligations and now holds over 1.8 million shares directly and through a family trust.

Rhea-AI Filing Summary

Samsara Inc. (IOT) reported that Executive Vice President and Chief Financial Officer Dominic Phillips had 8,324 shares of Class A Common Stock withheld on September 10, 2026 to cover tax obligations in connection with the vesting of restricted stock units at a reference price of $38.65 per share. After this tax-withholding disposition, he held 819,546 shares directly, including RSUs where each unit represents a contingent right to one share, and an additional 1,027,593 shares indirectly through The Phillips Family Trust, of which he and his spouse serve as trustees. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Tax Withholding: 8,324 shares

Tax Withholding 2 txns

Insider Phillips Dominic

Role SEE REMARKS

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1, F2, F3	8,324	$38.65	$322K
holding	Class A Common Stock F3, F4	--	--	--

Holdings After Transaction: Class A Common Stock — 819,546 shares (Direct); Class A Common Stock — 1,027,593 shares (Indirect, See footnote)

Footnotes (4)

1. F1. Represents shares that have been withheld by the Issuer to cover tax obligations in connection with the vesting of restricted stock units (RSUs).
2. F2. 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.
3. F3. The number of shares held reflects the transfer of 8,230 shares of Class A Common Stock from the Reporting Person to The Phillips Family Trust dated 5/9/2013, of which the Reporting Person and his spouse serve as trustees (the "Phillips Family Trust").
4. F4. Consists of shares held by the Phillips Family Trust.

Key Figures

Shares withheld for taxes: 8,324 shares Reference price per share: $38.65 per share Direct holdings after transaction: 819,546 shares +3 more

6 metrics

Shares withheld for taxes 8,324 shares Withheld on September 10, 2026 to cover tax obligations on RSU vesting

Reference price per share $38.65 per share Tax-withholding disposition on September 10, 2026

Direct holdings after transaction 819,546 shares Class A Common Stock held directly by Dominic Phillips after September 10, 2026

Indirect holdings via family trust 1,027,593 shares Class A Common Stock held by The Phillips Family Trust after the reported transactions

Shares transferred to family trust 8,230 shares Transfer from Dominic Phillips to The Phillips Family Trust reflected in holdings

Reporting person role Executive Vice President, Chief Financial Officer Role of Dominic Phillips at Samsara Inc.

Key Terms

restricted stock units (RSUs), Class A Common Stock, withheld by the Issuer, Phillips Family Trust

4 terms

restricted stock units (RSUs) financial

"Certain of these securities are RSUs. Each RSU represents a contingent right"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

Class A Common Stock financial

"Each RSU represents a contingent right to receive one share of Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

withheld by the Issuer financial

"Represents shares that have been withheld by the Issuer to cover tax obligations"

Phillips Family Trust financial

"transfer of 8,230 shares of Class A Common Stock from the Reporting Person to The Phillips Family Trust"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did Samsara (IOT) report for CFO Dominic Phillips on this Form 4?

On September 10, 2026, 8,324 shares of Samsara Class A Common Stock were withheld by the issuer to cover tax obligations arising from the vesting of restricted stock units, at a reference price of $38.65 per share.

How many Samsara (IOT) shares does the CFO hold directly after this transaction?

After the September 10, 2026 tax-withholding disposition, Dominic Phillips held 819,546 shares of Samsara Class A Common Stock directly, including shares represented by restricted stock units (RSUs) subject to applicable vesting schedules and conditions.

What indirect holdings in Samsara (IOT) does the CFO report?

The filing reports 1,027,593 shares of Samsara Class A Common Stock held indirectly through The Phillips Family Trust dated May 9, 2013, consisting of shares held by that trust, where Dominic Phillips and his spouse serve as trustees.

Did the Samsara (IOT) Form 4 indicate trades under a Rule 10b5-1 plan?

No. The document-level Rule 10b5-1 checkbox is unchecked, and the footnotes describe tax withholding on RSU vesting and transfers to a family trust, without stating that any transaction was made under a Rule 10b5-1 trading plan.

What does the Form 4 say about the RSUs reported for Samsara (IOT)’s CFO?

The filing states that certain securities are restricted stock units (RSUs), with each RSU representing a contingent right to receive one share of Samsara Class A Common Stock, subject to the applicable vesting schedule and conditions for each RSU award.

What transfer to the Phillips Family Trust is reflected in the Samsara (IOT) Form 4?

A footnote explains that the share counts reflect the transfer of 8,230 shares of Class A Common Stock from Dominic Phillips to The Phillips Family Trust, dated May 9, 2013, of which he and his spouse are trustees.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 05:32 PM Accepted by SEC EDGAR 09/14/2026 - 05:31 PM Learn about SEC filing dates

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^*

Phillips Dominic

(Last) (First) (Middle)

C/O SAMSARA INC.

1 DE HARO STREET

(Street)

SAN FRANCISCO CALIFORNIA 94107

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	09/10/2026		F(1)		8,324	D	$38.65	819,546(2)(3)	D
Class A Common Stock								1,027,593(3)	I	See footnote(4)

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. Represents shares that have been withheld by the Issuer to cover tax obligations in connection with the vesting of restricted stock units (RSUs).

2. 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.

3. The number of shares held reflects the transfer of 8,230 shares of Class A Common Stock from the Reporting Person to The Phillips Family Trust dated 5/9/2013, of which the Reporting Person and his spouse serve as trustees (the "Phillips Family Trust").

4. 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	09/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)