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Samsara (NYSE: IOT) executive sells 5,473 shares in Rule 10b5-1 plan

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

Rhea-AI Filing Summary

Samsara Inc. executive Adam Eltoukhy reported open-market sales of 5,473 shares of Class A Common Stock on April 20, 2026, under a pre-arranged Rule 10b5-1 trading plan adopted on March 28, 2025. The reported sales occurred at prices ranging from $30.11 to $30.98 per share, including 5,373 shares at a weighted-average price of $30.6696 and an additional 100 shares at $31.19.

After the transactions, Eltoukhy held 190,649 shares directly and 138,422 shares indirectly through the ES Trust, which is noted as holding certain shares and restricted stock units on his behalf.

Positive

  • None.

Negative

  • None.
Insider Eltoukhy Adam
Role SEE REMARKS
Sold 5,473 shs ($168K)
Type Security Shares Price Value
Sale Class A Common Stock 5,373 $30.6696 $165K
Sale Class A Common Stock 100 $31.19 $3K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 190,749 shares (Direct, null); Class A Common Stock — 138,422 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 $30.11 to $30.98, 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 5,473 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. Consists of shares held by the ES Trust.
Shares sold 5,473 shares Open-market sales on April 20, 2026
Sale price range $30.11–$30.98 per share Prices for reported sales
Weighted-average price $30.6696 per share 5,373-share sale block
Additional sale price $31.19 per share 100-share sale
Direct holdings after sale 190,649 shares Class A Common Stock held directly by Eltoukhy
Indirect holdings after transfer 138,422 shares Shares held by ES Trust
Trading plan adoption date March 28, 2025 Rule 10b5-1 plan governing the sales
Transaction date April 20, 2026 Date of reported open-market sales
Rule 10b5-1 trading plan regulatory
"The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted March 28, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted-average price financial
"The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold."
restricted stock units (RSUs) financial
"Certain of these securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Class A Common Stock..."
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.
voting or investment power regulatory
"over which the Reporting Person has voting or investment power (the "ES Trust")"
ES Trust financial
"Consists of shares held by the ES Trust."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SEE REMARKS
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/20/2026S(1)5,373D$30.6696(2)190,749(3)(4)D
Class A Common Stock04/20/2026S(1)100D$31.19190,649(3)D
Class A Common Stock138,422(4)ISee footnote(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $30.11 to $30.98, 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 5,473 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. Consists of shares held by the ES Trust.
Remarks:
Executive Vice President, Chief Legal Officer and Secretary
/s/ Adam Eltoukhy04/21/2026
** Signature of Reporting PersonDate
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

FAQ

What insider transaction did Samsara (IOT) report for Adam Eltoukhy?

Samsara reported that Adam Eltoukhy sold 5,473 shares of Class A Common Stock in open-market transactions. These trades occurred on April 20, 2026, as part of a pre-arranged Rule 10b5-1 trading plan adopted on March 28, 2025.

At what prices did Adam Eltoukhy sell Samsara (IOT) shares?

Adam Eltoukhy’s reported sales were executed at prices between $30.11 and $30.98 per share. One block of 5,373 shares had a weighted-average price of $30.6696, and a separate 100-share sale was reported at $31.19 per share.

How many Samsara (IOT) shares does Adam Eltoukhy hold after the Form 4?

Following the reported sales, Adam Eltoukhy held 190,649 shares of Samsara Class A Common Stock directly. He also had an additional 138,422 shares held indirectly through the ES Trust, which holds securities, including restricted stock units, for his benefit.

Was the Samsara (IOT) insider sale done under a Rule 10b5-1 plan?

Yes. The filing states the sales were effected under a Rule 10b5-1 trading plan adopted on March 28, 2025. Such plans pre-schedule trades, indicating these sales were part of a planned program rather than discretionary, market-timed decisions.

What is the ES Trust mentioned in the Samsara (IOT) Form 4 footnotes?

The ES Trust is described as a trust over which Adam Eltoukhy has voting or investment power. The filing notes a transfer of 5,473 shares from the ES Trust to him and states that certain reported shares are held by the ES Trust on his behalf.

What are the restricted stock units (RSUs) referenced in the Samsara (IOT) filing?

The filing notes that certain reported securities are restricted stock units, or RSUs. Each RSU represents a contingent right to receive one share of Samsara’s Class A Common Stock, subject to vesting schedules and other specified conditions in the applicable award agreements.