Were Benjamin Kirchhoff’s Samsara (IOT) share sales made under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state that the sales reported by Benjamin Kirchhoff were effected pursuant to a Rule 10b5-1 trading plan adopted on September 30, 2025, meaning the trade timing was pre-arranged rather than decided spontaneously.

Samsara (IOT) CAO trades shares, covers RSU taxes under 10b5-1 plan

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Samsara Inc. chief accounting officer Benjamin Louis Kirchhoff reported selling Class A Common Stock and covering taxes tied to equity awards. He completed an open-market sale of 2,549 shares at about $33.74 per share and had 937 shares withheld at roughly $33.66 per share to satisfy tax obligations on vesting restricted stock units. After these transactions, he holds 167,269 shares directly. The filing notes that the reported sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted on September 30, 2025, which indicates the timing of the trades was set in advance.

Insider Trade Summary 10b5-1

Net Seller: 2,549 shares ($86,003)

Net Sell 2 txns

Insider Kirchhoff Benjamin Louis

Role CHIEF ACCOUNTING OFFICER

Sold 2,549 shs ($86K)

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	937	$33.66	$32K
Sale	Class A Common Stock	2,549	$33.74	$86K

Holdings After Transaction: Class A Common Stock — 169,818 shares (Direct, null)

Footnotes (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 sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted September 30, 2025.

Key Figures

Open-market sale: 2,549 shares at $33.74 Tax-withholding shares: 937 shares at $33.66 Shares held after transactions: 167,269 shares

3 metrics

Open-market sale 2,549 shares at $33.74 Class A Common Stock sale on June 15, 2026

Tax-withholding shares 937 shares at $33.66 Withheld to cover RSU-related tax obligations

Shares held after transactions 167,269 shares Direct Class A Common Stock ownership after reported trades

Key Terms

Rule 10b5-1 trading plan, restricted stock units (RSUs), tax-withholding disposition, Class A Common Stock

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted September 30, 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.

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-withholding disposition financial

"transaction_action: "tax-withholding disposition" for the 937-share F-code transaction."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Class A Common Stock financial

"security_title: "Class A Common Stock" for both reported non-derivative transactions."

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.

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Form 4 Insider Transactions: What Each Field Means →

06/17/2026 - 06:11 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^*

Kirchhoff Benjamin Louis

(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)
	CHIEF ACCOUNTING OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		F⁽¹⁾		937	D	$33.66	169,818⁽²⁾	D
Class A Common Stock	06/15/2026		S⁽³⁾		2,549	D	$33.74	167,269⁽²⁾	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)
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 sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted September 30, 2025.

	/s/ Adam Eltoukhy, attorney-in-fact on behalf of Benjamin Louis Kirchhoff	06/17/2026
	** 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

FAQ

What did Samsara (IOT) executive Benjamin Kirchhoff report in this Form 4?

Benjamin Louis Kirchhoff, Samsara’s chief accounting officer, reported an open-market sale of Class A Common Stock and a separate tax-withholding share disposition linked to restricted stock unit vesting, while retaining a substantial direct share position after these transactions.

How many Samsara (IOT) shares did Benjamin Kirchhoff sell and at what price?

Benjamin Kirchhoff sold 2,549 shares of Samsara Class A Common Stock in an open-market transaction at approximately $33.74 per share, according to the Form 4, reflecting a relatively small portion of his overall reported shareholdings after the transaction.

What was the purpose of the 937 Samsara (IOT) shares disposed of by Benjamin Kirchhoff?

The 937 shares were withheld by Samsara to cover Benjamin Kirchhoff’s tax obligations arising from the vesting of restricted stock units. This tax-withholding disposition is not an open-market sale but a standard mechanism to satisfy equity-related tax liabilities.

How many Samsara (IOT) shares does Benjamin Kirchhoff hold after the reported transactions?

Following the reported sale and tax-withholding disposition, Benjamin Kirchhoff holds 167,269 shares of Samsara Class A Common Stock directly, as shown in the Form 4’s post-transaction ownership figures for his non-derivative holdings.

How are restricted stock units (RSUs) described in this Samsara (IOT) filing?

The filing explains that certain securities are restricted stock units, each representing a contingent right to receive one share of Samsara Class A Common Stock, subject to the specific vesting schedules and conditions attached to the individual RSU awards.