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Samsara (NYSE: IOT) insider uses 12,133 shares to cover RSU taxes

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

Rhea-AI Filing Summary

Samsara Inc. insider Adam Eltoukhy reported a routine tax-withholding transaction related to equity compensation. On this date, the issuer withheld 12,133 shares of Class A Common Stock at $33.66 per share to cover tax obligations from the vesting of restricted stock units (RSUs).

After this withholding, Eltoukhy directly held 425,080 shares of Class A Common Stock. In addition, an ES Trust associated with him held 154,439 shares, over which he has voting or investment power. No open-market purchases or sales were reported in this filing.

Positive

  • None.

Negative

  • None.
Insider Eltoukhy Adam
Role SEE REMARKS
Type Security Shares Price Value
Tax Withholding Class A Common Stock 12,133 $33.66 $408K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 425,080 shares (Direct, null); Class A Common Stock — 154,439 shares (Indirect, See footnote)
Footnotes (1)
  1. Represents shares that have been withheld by the Issuer to cover tax obligations in connection with the vesting of restricted stock units (RSUs). 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. The number of shares held reflects the transfer of 11,996 shares of Class A Common Stock from the Reporting Person to AE and NS, Co-Trustees of the ES Trust, over which the Reporting Person has voting or investment power (the "ES Trust"). Consists of shares held by the ES Trust.
Tax-withheld shares 12,133 shares Shares withheld to cover RSU tax obligations
Tax-withholding price $33.66 per share Price applied to withheld Class A shares
Direct holdings after transaction 425,080 shares Eltoukhy direct Class A Common Stock position
Indirect ES Trust holdings 154,439 shares Shares held by ES Trust with Eltoukhy voting or investment power
Tax-withholding count 1 transaction Single F-code tax-withholding disposition
Tax-withholding shares summary 12,133 shares Total tax-withholding shares in transactionSummary
restricted stock units (RSUs) financial
"Represents shares that have been withheld by the Issuer to cover tax obligations 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
"Represents shares that have been withheld by the Issuer to cover tax obligations in connection with the vesting of restricted stock units (RSUs)."
RSUs financial
"Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of Class A Common Stock..."
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
Class A Common Stock financial
"Each RSU represents a contingent right to receive one share of Class A Common Stock, subject to the applicable vesting schedule..."
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.
ES Trust financial
"The number of shares held reflects the transfer of 11,996 shares of Class A Common Stock from the Reporting Person to AE and NS, Co-Trustees of the ES Trust..."
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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).
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)
06/15/2026		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 Stock06/15/2026F(1)12,133D$33.66425,080(2)(3)D
Class A Common Stock154,439(3)ISee 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 11,996 shares of Class A Common Stock from the Reporting Person to AE and NS, Co-Trustees of the ES Trust, over which the Reporting Person has voting or investment power (the "ES Trust").
4. Consists of shares held by the ES Trust.
Remarks:
Executive Vice President, Chief Administrative Officer and Secretary
/s/ Adam Eltoukhy06/17/2026
** 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) disclose for Adam Eltoukhy?

Samsara reported a tax-withholding transaction for Adam Eltoukhy. The issuer withheld 12,133 shares of Class A Common Stock to cover taxes on vested RSUs, rather than an open-market sale or purchase by the executive.

How many Samsara (IOT) shares were withheld for taxes in this Form 4?

The issuer withheld 12,133 shares of Class A Common Stock. These shares were retained by Samsara to satisfy tax obligations triggered by the vesting of restricted stock units (RSUs) awarded to insider Adam Eltoukhy.

What price was used for the Samsara (IOT) tax-withholding shares?

The tax-withholding transaction used a share price of $33.66. Samsara applied this price to 12,133 withheld shares of Class A Common Stock when covering tax obligations linked to Eltoukhy’s RSU vesting event.

How many Samsara (IOT) shares does Adam Eltoukhy hold directly after this filing?

After the transaction, Eltoukhy directly held 425,080 shares. This figure reflects his direct ownership of Samsara Class A Common Stock following the 12,133-share tax-withholding disposition reported in the Form 4.

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

The ES Trust holds shares associated with Adam Eltoukhy. Footnotes explain that an ES Trust, over which he has voting or investment power, holds 154,439 shares of Samsara Class A Common Stock as indirect ownership.

Does this Samsara (IOT) Form 4 show any open-market buying or selling?

No open-market purchases or sales are reported. The filing shows a tax-withholding disposition of 12,133 shares and an update to indirect holdings via the ES Trust, with no buy or sell trades on the market.