[144] ON24, Inc. SEC Filing

Rhea-AI Filing Summary

ON24, Inc. insider filing reports a proposed sale under Rule 144 of 3,283 common shares with an aggregate market value of $17,116.91, to occur approximately on 08/20/2025 on the NYSE. The securities were acquired as restricted stock from the issuer on 08/20/2025 and payment was marked Not Applicable. The filer previously sold common shares in June 2025 in four transactions totaling 16,891 shares for gross proceeds of $88,666.66. Outstanding shares are listed as 42,306,290, making the proposed sale a very small portion of the float. The filer certifies no undisclosed material adverse information.

Positive

• Filing complies with Rule 144 requirements and transparently discloses proposed insider sales
• Transaction size is immaterial relative to 42,306,290 outstanding shares, limiting market impact

Negative

• Insider selling activity in June 2025 and the August proposed sale could be viewed negatively by some investors despite small size

Insights

Securities Analyst

TL;DR: Small insider sale disclosed; compliance filing with limited investor impact given the size relative to outstanding shares.

The Form 144 notifies the market of a proposed sale of 3,283 shares valued at $17,116.91, originating from restricted stock awarded by the issuer on the same date. Historical June 2025 disposals totaled 16,891 shares for $88,666.66. Against 42.3 million outstanding shares, these transactions are immaterial to market capitalization and likely reflect personal liquidity rather than signal of company-level issues. The filing meets disclosure requirements under Rule 144 and includes the standard representation of no undisclosed material adverse information.

Corporate Governance Expert

TL;DR: Routine compliance filing; insider sales documented but not indicative of governance concern by size alone.

The document documents compliance with Rule 144 for sales by an identified individual and lists prior near-term sales activity. The shares originated as restricted stock from the issuer, which is common for employees or insiders converting compensation. The small size relative to total outstanding shares reduces the likelihood this is a material governance red flag. Absent other contextual disclosures, this remains a routine insider liquidity event.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	3283	17116.91	42306290	08/20/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/20/2025	Restricted Stock	Issuer			3283	08/20/2025	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
JAMES BLACKIE 50 Beale Street 8th Floor San Francisco CA 94105	Common	06/05/2025	2102	11535.15
JAMES BLACKIE 50 Beale Street 8th Floor San Francisco CA 94105	Common	06/04/2025	4029	22314.62
JAMES BLACKIE 50 Beale Street 8th Floor San Francisco CA 94105	Common	06/03/2025	6282	35199.93
JAMES BLACKIE 50 Beale Street 8th Floor San Francisco CA 94105	Common	06/02/2025	3478	19616.96

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does ONTF Form 144 disclose about the proposed sale?

The filing discloses a proposed sale of 3,283 common shares valued at $17,116.91 to occur on 08/20/2025 on the NYSE.

Who is the seller named in the filing?

Previous sales listed identify James Blackie at the provided address as the seller for June 2025 transactions; the Form 144 indicates the proposed sale for the person filing the notice.

Where did the securities originate?

The securities to be sold were acquired as restricted stock from the issuer on 08/20/2025.

How significant is the proposed sale relative to ON24's shares outstanding?

The proposed sale of 3,283 shares is very small versus 42,306,290 shares outstanding, implying limited market impact.

What prior sales by the filer are disclosed?

The filing lists four sales in June 2025 totaling 16,891 shares for gross proceeds of $88,666.66.