Samsara CFO has 38,966 shares withheld for tax

Q: What transaction did Samsara Inc. (IOT) disclose for CFO Dominic Phillips?

On September 15, 2026, 38,966 shares of Samsara Class A Common Stock were withheld by the company to cover tax obligations related to the vesting of restricted stock units (RSUs) held by Executive Vice President and Chief Financial Officer Dominic Phillips.

Q: What are Dominic Phillips’ indirect holdings of Samsara (IOT) shares?

The filing reports 1,066,121 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, for which Dominic Phillips and his spouse serve as trustees.

Q: Was the Samsara (IOT) CFO’s transaction under a Rule 10b5-1 trading plan?

No. The document-level checkbox indicates no Rule 10b5-1 trading plan, and there is no footnote stating that the September 15, 2026 tax-withholding disposition or related holdings were effected under any pre-arranged trading plan.

Samsara’s CFO had shares withheld for RSU tax obligations and reports substantial direct and trust-held ownership.

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Samsara Inc. (IOT) reported that Executive Vice President and Chief Financial Officer Dominic Phillips had 38,966 shares of Class A Common Stock withheld on September 15, 2026 to cover tax obligations arising from the vesting of restricted stock units. After this tax-withholding disposition, he holds 742,052 shares directly and 1,066,121 shares indirectly through The Phillips Family Trust, of which he and his spouse are trustees. The number of shares held also reflects a prior transfer of 38,528 shares from him to the trust. No Rule 10b5-1 trading plan is reported.

Insights

Analyzing...

Insider Trade Summary

Tax Withholding: 38,966 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}	38,966	$42.91	$1.67M
holding	Class A Common Stock ^{F3, F4}	--	--	--

Holdings After Transaction: Class A Common Stock — 742,052 shares (Direct); Class A Common Stock — 1,066,121 shares (Indirect, See footnote)

Footnotes (4)

F1. Represents shares that have been withheld by the Issuer to cover tax obligations in connection with the vesting of restricted stock units (RSUs).
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.
F3. The number of shares held reflects the transfer of 38,528 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").
F4. Consists of shares held by the Phillips Family Trust.

Key Figures

Shares withheld for taxes: 38,966 shares Tax-withholding price per share: $42.91 per share Direct holdings after transaction: 742,052 shares +2 more

5 metrics

Shares withheld for taxes 38,966 shares Class A Common Stock withheld on September 15, 2026 to cover RSU tax obligations

Tax-withholding price per share $42.91 per share Price reported for the 38,966 shares withheld on September 15, 2026

Direct holdings after transaction 742,052 shares Direct Class A Common Stock held by Dominic Phillips after the September 15, 2026 withholding

Indirect holdings via trust 1,066,121 shares Class A Common Stock held indirectly through The Phillips Family Trust after the reported events

Shares transferred to trust 38,528 shares Prior transfer from Dominic Phillips to The Phillips Family Trust reflected in reported holdings

Key Terms

restricted stock units (RSUs), tax obligations, contingent right, indirect ownership

4 terms

restricted stock units (RSUs) financial

"in connection with the vesting of restricted stock units (RSUs)"

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.

tax obligations financial

"withheld by the Issuer to cover tax obligations in connection"

contingent right financial

"Each RSU represents a contingent right to receive one share"

indirect ownership financial

"Consists of shares held by the Phillips Family Trust"

FAQ

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

What transaction did Samsara Inc. (IOT) disclose for CFO Dominic Phillips?

On September 15, 2026, 38,966 shares of Samsara Class A Common Stock were withheld by the company to cover tax obligations related to the vesting of restricted stock units (RSUs) held by Executive Vice President and Chief Financial Officer Dominic Phillips.

How many Samsara (IOT) shares does Dominic Phillips hold directly after this Form 4?

Following the reported tax-withholding transaction, Dominic Phillips holds 742,052 shares of Samsara Class A Common Stock directly, as reported in the filing’s post-transaction holdings for his direct ownership position.

What are Dominic Phillips’ indirect holdings of Samsara (IOT) shares?

The filing reports 1,066,121 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, for which Dominic Phillips and his spouse serve as trustees.

Was the Samsara (IOT) CFO’s transaction under a Rule 10b5-1 trading plan?

No. The document-level checkbox indicates no Rule 10b5-1 trading plan, and there is no footnote stating that the September 15, 2026 tax-withholding disposition or related holdings were effected under any pre-arranged trading plan.

What is the reported price for the Samsara (IOT) tax-withholding shares?

The tax-withholding disposition for Dominic Phillips on September 15, 2026 is reported at a price of $42.91 per share for the 38,966 shares of Class A Common Stock that were withheld to satisfy RSU-related tax obligations.

What transfer to The Phillips Family Trust is referenced in the Samsara (IOT) filing?

A footnote states that the number of shares held reflects the transfer of 38,528 shares of Class A Common Stock from Dominic Phillips to The Phillips Family Trust dated May 9, 2013, for which he and his spouse serve as trustees.

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

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Available on EDGAR 09/17/2026 - 07:23 PM Accepted by SEC EDGAR 09/17/2026 - 07:22 PM

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)
09/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/15/2026		F⁽¹⁾		38,966	D	$42.91	742,052⁽²⁾⁽³⁾	D
Class A Common Stock								1,066,121⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 38,528 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	09/17/2026
	** 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)

Source: View Original Filing on SEC EDGAR