ON24 INC SEC Filings

ON24, Inc. insider plans additional stock sale under Rule 144. A holder has filed to sell 4,392 shares of ON24 common stock through Morgan Stanley Smith Barney LLC on the NYSE, with an aggregate market value of $23,267.94. These shares were acquired as restricted stock from the issuer on 11/20/2025 and are part of the company’s 42,282,395 common shares outstanding. Over the prior three months, the same seller completed several open-market sales of ON24 common stock on various dates in August and September 2025, each with disclosed share amounts and gross proceeds.

A shareholder of ONTF has filed a Form 144 notice to sell 4,659 shares of common stock through Morgan Stanley Smith Barney on the NYSE, with an aggregate market value of $24,682.45 and an approximate sale date of 11/20/2025. The issuer has 42,282,395 shares of common stock outstanding.

The filer, identified as James Blackie, has also sold ONTF common shares in the past three months, including 3,012 shares for $16,810.27 on 09/08/2025 and 3,770 shares for $20,793.44 on 09/05/2025. Additional sales include 4,592 shares for $25,333.15 on 09/04/2025, 2,549 shares for $13,834.44 on 09/03/2025, and 2,314 shares for $12,964.88 on 09/02/2025. The Form 144 includes a representation that the seller is not aware of undisclosed material adverse information about the issuer.

ON24, Inc. reported Q3 results showing lower revenue and a narrower loss year over year. Total revenue was $34.6 million (vs. $36.3 million), driven by subscription and platform revenue of $32.0 million and professional services of $2.6 million. Net loss improved to $6.4 million (vs. $11.4 million), or $0.15 per share, as operating expenses declined to $33.9 million from $40.3 million.

Gross profit was $25.9 million, with continued cost control reflected in restructuring charges of $0.1 million for the quarter. Operating cash flow was $8.5 million for the first nine months. The company ended the quarter with $47.2 million in cash and $127.9 million in marketable securities, and no borrowings under a $25 million revolving credit facility. Deferred revenue was $57.8 million, and remaining performance obligations totaled $122.1 million, of which 72% is expected to be recognized over the next 12 months. ON24 repurchased 1,287,003 shares in Q3 for $7.1 million and had $38.6 million remaining under the 2025 program. Shares outstanding were 42,282,395 as of November 3, 2025.

ON24, Inc. furnished its press release announcing financial results for the quarter ended September 30, 2025, and disclosed that it has received indications of interest for a potential acquisition. The Board is evaluating these indications with Goldman Sachs as its financial advisor, and the company stated there can be no assurances as to the outcome of this process.

The press release was attached as Exhibit 99.1 and the information was furnished, not filed, under the Exchange Act.

ON24, Inc. (ONTF) reported an insider transaction by its President and Chief Executive, who is also a Director and 10% Owner. On 10/16/2025, the insider exercised 53,459 stock options at an exercise price of $0.89 per share and sold 32,093 shares of common stock at a weighted average price of $5.4507, with individual sales ranging from $5.32 to $5.61. The sale was made pursuant to a Rule 10b5-1 trading plan adopted on May 14, 2025.

Following these transactions, the insider beneficially owned 3,591,899 shares directly. The underlying options were noted as fully vested and exercisable.

Sharat Sharan32,093 shares with an aggregate market value of $179,720.80. The filing lists Morgan Stanley Smith Barney LLC as broker and an approximate sale date of 10/16/2025 on the NYSE.

The shares to be sold were acquired via exercise of stock options for cash on 10/16/2025. ON24 had 42,306,290 shares outstanding. Recent sales by the same seller over the past three months include 20,873 shares for $116,986.90 on 10/01/2025, 29,457 shares for $169,012.48 on 09/30/2025, and 32,159 shares for $178,501.75 on 09/16/2025 under a 10b5-1 plan.

Sharan Sharat, President, CEO, Director and 10% owner of ON24, Inc. (ONTF), reported two stock sales under a pre-existing Rule 10b5-1 trading plan. On 09/30/2025 he sold 29,457 shares at a weighted average price in the range of $5.69–$5.825 to cover tax withholding on vesting restricted stock units, leaving 3,591,406 shares beneficially owned after that sale. On 10/01/2025 he sold an additional 20,873 shares at a weighted average price in the range of $5.51–$5.68, leaving 3,570,533 shares beneficially owned after the second sale. The Form 4 states the sales were effected pursuant to a trading plan adopted on 12/12/2024 and that detailed per-price breakdowns are available on request.

Insider transactions by ON24, Inc. (ONTF): The reporting person, Sharan Sharat (President, CEO, Director and >10% owner), executed transactions on 09/16/2025 under a Rule 10b5-1 plan adopted May 14, 2025. Mr. Sharat exercised stock options with an exercise price of $0.89 to acquire 53,459 shares, increasing option-based common shares underlying to 106,918. He also sold 32,159 shares in multiple trades at a weighted average price of $5.5506 per share, with sale prices ranging between $5.46 and $5.62. Following these transactions, he beneficially owned 3,620,863 shares.

ON24, Inc. (ONTF) filing a Form 144 notifies a proposed sale of 32,159 shares of common stock through Morgan Stanley Smith Barney LLC on 09/16/2025, with an aggregate market value of $177,196.09. The shares were acquired the same day, 09/16/2025, by exercising stock options and payment was in cash. The filing reports 42,306,290 shares outstanding for the issuer. The filer also disclosed four sales in the past three months totaling 174,760 shares for gross proceeds of $918,404.04, including 10b5-1 plan trades and an unrestricted sale. The notice includes the sellers representation that they are unaware of any undisclosed material adverse information.