ON24 CEO Exercises Options and Sells 37,982 Shares

Rhea-AI Filing Summary

ON24 Inc. President and Chief Executive Sharan Sharat exercised stock options for 62,206 shares of common stock at an exercise price of $0.89 per share and sold 37,982 shares of common stock at a weighted average price of $4.8731, with individual trades between $4.78 and $4.94. The options involved were fully vested and exercisable, and the transactions were carried out under a Rule 10b5-1 trading plan adopted on December 12, 2024. Following these transactions, Sharat directly holds 3,599,563 shares of ON24 common stock.

Insights

Financial Analyst

TL;DR: Insider exercised 62,206 options at $0.89 and sold 37,982 shares at a $4.8731 weighted average under a 10b5-1 plan.

The filing documents a two-part transaction: an option exercise converting 62,206 derivative securities into common stock at a $0.89 exercise/conversion price, and a contemporaneous sale of 37,982 shares that reported a weighted average sale price of $4.8731. The sale was effected under a Rule 10b5-1 plan adopted on December 12, 2024, and the filer states the sales occurred across multiple transactions priced between $4.78 and $4.94. The options are noted as fully vested and exercisable. Impact is informational for share count and insider liquidity; no additional corporate performance data is included in the filing.

Corporate Governance Expert

TL;DR: Pre-arranged 10b5-1 plan and attorney-in-fact signature; transaction adjusts insider holdings modestly.

The Form 4 indicates the transactions were conducted pursuant to a Rule 10b5-1 trading plan and the filing bears an attorney-in-fact signature on behalf of the reporting person. The document shows an acquisition via exercise of 62,206 option-derived shares and a sale of 37,982 shares, with post-transaction beneficial ownership figures reported as 3,637,545 and 3,599,563 on the two lines. The options related to the exercise are explicitly stated to be fully vested and exercisable. From a governance perspective, the use of a 10b5-1 plan and an attorney-in-fact are material procedural details; the filing does not disclose additional governance changes or material corporate actions.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Sharan Sharat

Role President and Chief Executive

Sold 37,982 shs ($185K)

Approx. gross sale proceeds $185K

Approx. exercise cost $55K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	62,206	$0.00	$0.00
Exercise	Common Stock	62,206	$0.89	$55K
Sale	Common Stock	37,982	$4.8731	$185K

Holdings After Transaction: Stock Option (Right to Buy) — 160,377 contracts (Direct); Common Stock — 3,599,563 shares (Direct)

Footnotes (3)

1. F1. The transaction reported in this Form 4 was effected pursuant to a Rule 10B5-1 trading plan adopted by the reporting person on December 12, 2024.
2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $4.78 to $4.94 inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Security and Exchange Commission, upon request, full information regarding the number of shares sold in each separate price within the ranges set forth in footnote (2) to this Form 4.
3. F3. The options are fully vested and exercisable.

Key Figures

Options Exercised: 62,206 shares Exercise Price: $0.89 per share Shares Sold: 37,982 shares +4 more

7 metrics

Options Exercised 62,206 shares Stock options exercised into common stock on 2025-08-11 at $0.89 per share

Exercise Price $0.89 per share Conversion or exercise price for the 62,206-share stock option

Shares Sold 37,982 shares Common stock sold on 2025-08-11 following option exercise

Weighted Average Sale Price $4.8731 per share Weighted average price for shares sold, with trades from $4.78 to $4.94

Post-Transaction Holdings 3,599,563 shares Direct common stock holdings of Sharan Sharat after reported transactions

Option Expiration Date 2026-01-04 Expiration date of the exercised stock option

10b5-1 Plan Adoption Date December 12, 2024 Date Sharat adopted the Rule 10b5-1 trading plan governing these trades

Key Terms

Rule 10B5-1 trading plan, weighted average price, fully vested and exercisable

3 terms

Rule 10B5-1 trading plan financial

"The transaction reported in this Form 4 was effected pursuant to a Rule 10B5-1 trading plan"

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.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

fully vested and exercisable financial

"The options are fully vested and exercisable."

FAQ

What did ONTF CEO Sharan Sharat report in this Form 4?

ON24 CEO Sharan Sharat exercised options for 62,206 shares at $0.89 per share and sold 37,982 shares of common stock at a weighted average of $4.8731, all under a Rule 10b5-1 trading plan.

How many ONTF shares did Sharan Sharat sell and at what price?

Sharat sold 37,982 shares of ON24 common stock at a weighted average price of $4.8731 per share. The footnote states these shares were sold in multiple transactions with prices ranging from $4.78 to $4.94 per share.

What options did ONTF CEO Sharan Sharat exercise in this filing?

He exercised fully vested stock options covering 62,206 shares of ON24 common stock at an exercise price of $0.89 per share. The options are described as fully vested and exercisable and carry an expiration date of 2026-01-04.

How many ONTF shares does Sharan Sharat hold after these transactions?

After the reported option exercise and share sale, Sharat directly holds 3,599,563 shares of ON24 common stock. This post-transaction holding figure is explicitly provided and reflects his continuing equity position in the company.

Were Sharan Sharat’s ONTF trades made under a 10b5-1 plan?

Yes. A footnote explains that the transactions reported were effected pursuant to a Rule 10b5-1 trading plan adopted by Sharat on December 12, 2024, indicating the trades followed a pre-arranged trading framework.

What is notable about the pricing of Sharan Sharat’s ONTF share sale?

The reported sale price of $4.8731 per share is a weighted average price. A footnote clarifies that individual sale transactions occurred in a range from $4.78 to $4.94, and detailed breakdowns are available upon request.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 08/12/2025 - 04:10 PM Learn about SEC filing dates

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^*

Sharan Sharat

(Last) (First) (Middle)

C/O ON24, INC.

50 BEALE STREET, 8TH FLOOR

(Street)

SAN FRANCISCO CA 94015

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ON24 INC. [ ONTF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and Chief Executive

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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
Common Stock	08/11/2025		M		62,206	A	$0.89	3,637,545	D
Common Stock	08/11/2025		S(1)		37,982	D	$4.8731(2)	3,599,563	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
Stock Option (Right to Buy)	$0.89	08/11/2025		M			62,206	(3)	01/04/2026	Common Stock	62,206	$0.00	160,377	D

Explanation of Responses:

1. The transaction reported in this Form 4 was effected pursuant to a Rule 10B5-1 trading plan adopted by the reporting person on December 12, 2024.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $4.78 to $4.94 inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Security and Exchange Commission, upon request, full information regarding the number of shares sold in each separate price within the ranges set forth in footnote (2) to this Form 4.

3. The options are fully vested and exercisable.

Remarks:

	/s/ Sharan Sharat by Charles Rogerson, as Attorney-in-Fact	08/12/2025
	** 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.