[Form 4] Samsara Inc. Insider Trading Activity

Rhea-AI Filing Summary

Samsara (NYSE:IOT) filed a Form 4 revealing insider activity by EVP & CTO John C. Bicket.

• Conversions: On 24-25 Jun 2025, trusts he controls converted 1,719,775 Class B shares into Class A at $0.
• Sales: The same trusts sold 170,000 Class A shares under 10b5-1 plans at weighted-average prices of $39.29–$39.45, raising roughly $6.7 million.
• Post-trade ownership: Bicket retains indirect control of ≈74 million Class B shares (convertible 1:1 to Class A) plus other Class A and RSU holdings.

The sale equals < 0.3 % of his total stake but crosses the $1 million threshold that can influence insider-sentiment screens.

Positive

• None.

Negative

• Executive Vice President John Bicket sold 170,000 Class A shares worth approximately $6.7 million, crossing materiality thresholds for insider dispositions.

Insights

Insider Trading Analyst

TL;DR: $6.7 M sale is small vs. stake but flags modest negative sentiment.

Magnitude: Bicket liquidated 170 k shares (~$6.7 M) while converting 1.7 M super-voting shares, signalling future liquidity intent. Context: Though the disposition is <0.3 % of his >74 M-share holding, market algorithms often treat any seven-figure sale by a 10 % owner as a bearish data point. Mitigants: Sales were pre-scheduled (Rule 10b5-1) and his remaining economic exposure is substantial, limiting adverse interpretation. Takeaway: Expect modest headline pressure but limited long-run impact unless selling accelerates.

Portfolio Manager

TL;DR: Transaction appears routine; ownership remains overwhelmingly intact.

The conversion of 1.7 M Class B shares simplifies capital structure and could improve float without altering control, a neutral-to-slightly-positive technical factor. Proceeds likely fund personal trust planning rather than signalling operational views, given Bicket’s residual >74 M super-voting shares. Because the sale was executed under a 10b5-1 plan adopted nine months earlier, I treat it as planned diversification, not reactive selling. I would not adjust fundamental position sizing on IOT unless follow-on sales exceed 5 % of his holdings or coincide with adverse guidance.

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^*

Bicket John

(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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	SEE REMARKS

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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	06/24/2025		C		50,428	A	$0	137,000(1)	I	See footnote(2)
Class A Common Stock	06/24/2025		S(3)		137,000	D	$39.4249(4)	0	I	See footnote(2)
Class A Common Stock	06/24/2025		S(5)		6,000	D	$39.2907(6)	78,000	I	See footnote(7)
Class A Common Stock	06/24/2025		S(5)		27,000	D	$39.4504(8)	351,000	I	See footnote(9)
Class A Common Stock	06/25/2025		C		1,669,347	A	$0	1,669,347	I	See footnote(2)
Class A Common Stock								367,642(1)(10)	D

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
Class B Common Stock	$0	06/24/2025		C			50,428	(11)	(11)	Class A Common Stock	50,428	$0	76,377,597	I	See footnote(2)
Class B Common Stock	$0	06/25/2025		C			1,669,347	(11)	(11)	Class A Common Stock	1,669,347	$0	74,708,250	I	See footnote(2)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	649,706		649,706	I	See footnote(12)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	16,727,416		16,727,416	I	See footnote(9)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	1,286,597		1,286,597	I	See footnote(13)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	4,273,115		4,273,115	I	See footnote(7)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	126,709		126,709	I	See footnote(14)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	126,709		126,709	I	See footnote(15)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	474,833		474,833	I	See footnote(16)
Class B Common Stock	$0							(11)	(11)	Class A Common Stock	474,833		474,833	I	See footnote(17)

Explanation of Responses:

1. The number of shares held reflects the transfer of 55,827 shares of Class A Common Stock from the Reporting Person to John C. Bicket, Trustee of the John C. Bicket Revocable Trust u/a/d 2/15/2013, over which the Reporting Person has voting or investment power (the "Bicket Revocable Trust").

2. Consists of shares held by the Bicket Revocable Trust.

3. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on September 30, 2024 by the Bicket Revocable Trust.

4. 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 $39.04 to $39.97, 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.

5. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on September 30, 2024 by Jordan Park Trust Company LLC, Trustee, by Courtney J. Maloney as Trust Officer.

6. 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 $39.04 to $39.89, 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.

7. Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust I u/a/d 11/10/2021, over which the Reporting Person has voting or investment power.

8. 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 $39.06 to $39.94, 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.

9. Consists of shares held by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust II u/a/d 10/8/2021, over which the Reporting Person has voting or investment power.

10. 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.

11. The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis.

12. Consists of shares held by John C. Bicket and CBD, Co-Trustees of the Bicket-Dobson Revocable Trust u/a/d 12/23/20, over which the Reporting Person has voting or investment power.

13. Consists of shares held by the Reporting Person's spouse.

14. Consists of shares held by John C. Bicket, Trustee of The John C. Bicket 2024 Annuity Trust u/a/d 4/24/2024, over which the Reporting Person has voting or investment power.

15. Consists of shares held by CBD, Trustee of the CBD 2024 Annuity Trust u/a/d 4/24/2024, over which the Reporting Person has voting or investment power.

16. Consists of shares held by John C. Bicket, Trustee of The John C. Bicket 2025 Annuity Trust u/a/d 3/27/2025, over which the Reporting Person has voting or investment power,

17. Consists of shares held by CBD, Trustee of the CBD 2025 Annuity Trust u/a/d 3/27/2025, over which the Reporting Person has voting or investment power.

Remarks:

Executive Vice President, Chief Technology Officer

	/s/ Adam Eltoukhy, attorney-in-fact on behalf of John Bicket	06/26/2025
	** 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.

FAQ

How many IOT shares did John Bicket sell on 24 June 2025?

He sold 170,000 Class A shares in aggregate through various trusts.

What was the average sale price for the 170,000 IOT shares?

Weighted-average prices ranged between $39.29 and $39.45 per share.

How many Class B shares were converted to Class A in this filing?

Trusts controlled by Bicket converted a total of 1,719,775 Class B shares to Class A.

Does John Bicket still own a significant stake in Samsara after the sale?

Yes, he indirectly holds more than 74 million Class B shares, each convertible into Class A on a 1:1 basis.

Were the IOT share sales executed under a Rule 10b5-1 plan?

Yes, all dispositions were carried out under 10b5-1 plans adopted on 30 Sep 2024.