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  4. [Form 4] Samsara Inc. Insider Trading Activity

Samsara Board Member Chadwick Reduces Stake While IOT Stock Trades Near $40

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

Rhea-AI Filing Summary

Samsara (IOT) Director Jonathan Chadwick reported significant stock transactions executed on June 16, 2025, through a pre-planned Rule 10b5-1 trading arrangement established in September 2024.

Key transaction details:

  • Disposed of 22,500 shares of Class A Common Stock at a weighted-average price of $39.0669 per share (range: $38.62-$39.48)
  • Following the transaction, directly owns 37,494 shares, including restricted stock units (RSUs)
  • Indirectly owns 313,585 shares through the CR Family Trust

Notable ownership changes include the transfer of 336,085 shares to the CR Family Trust and a subsequent transfer of 22,500 shares back to Chadwick. The transactions were executed under a pre-established trading plan, demonstrating compliance with insider trading regulations.

Positive

  • None.

Negative

  • Director Jonathan Chadwick sold 22,500 shares at an average price of $39.07 per share (~$879,000 total value) through a pre-planned 10b5-1 trading plan
Insider Chadwick Jonathan
Role Director
Sold 22,500 shs ($879K)
Type Security Shares Price Value
Sale Class A Common Stock 22,500 $39.0669 $879K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 37,494 shares (Direct); Class A Common Stock — 313,585 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 September 25, 2024. 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 $38.62 to $39.48, 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 range 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 336,085 shares of Class A Common Stock from the Reporting Person to JC and JR, Co-Trustees of the CR Family Trust, over which the Reporting Person has voting or investment power (the "CR Family Trust"). The number of shares held reflects the transfer of 22,500 shares of Class A Common Stock from the CR Family Trust to the Reporting Person. These shares are held by the CR Family Trust.
Form 4 Insider Transactions: What Each Field Means →
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).
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*
Chadwick Jonathan
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025
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 06/16/2025 S(1) 22,500 D $39.0669(2) 37,494(3)(4)(5) D
Class A Common Stock 313,585(4)(5) I See footnote(6)
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. The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted September 25, 2024.
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 $38.62 to $39.48, 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 range 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 336,085 shares of Class A Common Stock from the Reporting Person to JC and JR, Co-Trustees of the CR Family Trust, over which the Reporting Person has voting or investment power (the "CR Family Trust").
5. The number of shares held reflects the transfer of 22,500 shares of Class A Common Stock from the CR Family Trust to the Reporting Person.
6. These shares are held by the CR Family Trust.
/s/ Adam Eltoukhy, attorney-in-fact on behalf of Jonathan Chadwick 06/18/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many shares of IOT stock did Jonathan Chadwick sell on June 16, 2025?

Jonathan Chadwick sold 22,500 shares of Samsara Inc. (IOT) Class A Common Stock on June 16, 2025, at a weighted-average price of $39.0669 per share.

What was the price range for IOT shares sold by Jonathan Chadwick in this Form 4?

The shares were sold in multiple transactions at prices ranging from $38.62 to $39.48 per share, with a weighted-average price of $39.0669.

Was Jonathan Chadwick's IOT stock sale part of a 10b5-1 trading plan?

Yes, the sales were executed pursuant to a Rule 10b5-1 trading plan that was adopted on September 25, 2024.

How many shares of IOT does Jonathan Chadwick own after the reported transaction?

Following the transaction, Jonathan Chadwick directly owns 37,494 shares of Class A Common Stock and indirectly owns 313,585 shares through the CR Family Trust.

What is Jonathan Chadwick's role at IOT (Samsara Inc.)?

According to the Form 4 filing, Jonathan Chadwick serves as a Director on Samsara Inc.'s board.