[Form 4] ON24 INC. Insider Trading Activity

Rhea-AI Filing Summary

ON24, Inc. (ONTF) filed a Form 4 reporting stock sales by its chief financial officer, Steven Vattuone. On 11/20/2025, he sold 4,392 shares of common stock at a weighted average price of $5.2978, leaving him with 579,202 shares beneficially owned. On 11/24/2025, he sold an additional 3,821 shares at a weighted average price of $5.2843, after which he held 575,381 shares.

The filing states that both transactions were effected under separate Rule 10b5-1 trading plans adopted on August 7, 2024 and September 12, 2024. It also explains that some of the shares sold were to cover tax withholding obligations related to the vesting of restricted stock units, and that the reported prices reflect weighted averages across multiple trades within disclosed price ranges.

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

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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^*

Vattuone Steven

(Last) (First) (Middle)

C/O ON24, INC.

301 HOWARD STREET, SUITE 1100

(Street)

SAN FRANCISCO CA 94105

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

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	11/20/2025		S(1)(2)		4,392	D	$5.2978(3)	579,202	D
Common Stock	11/24/2025		S(4)		3,821	D	$5.2843(5)	575,381	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

Explanation of Responses:

1. The transactions reported in this Form 4 was effected pursuant to a Rule 10B5-1 trading plan adopted by the reporting person on August 7, 2024.

2. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $5.20 to $5.37, 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 (3) to this Form 4.

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

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $5.22 to $5.39, 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 (5) to this Form 4.

Remarks:

	/s/ Vattuone Steven by Charles Rogerson, as Attorney-in-Fact	11/24/2025
	** 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

What did ON24 (ONTF) disclose in this Form 4 filing?

The filing reports that ON24s chief financial officer, Steven Vattuone, sold shares of ON24, Inc. (ONTF) common stock in two transactions during November 2025.

How many ON24 (ONTF) shares did the CFO sell and at what prices?

On 11/20/2025, he sold 4,392 shares at a weighted average price of $5.2978. On 11/24/2025, he sold 3,821 shares at a weighted average price of $5.2843.

How many ON24 (ONTF) shares does the CFO own after these transactions?

After the reported transactions, the CFO beneficially owned 575,381 shares of ON24 common stock directly.

Were the ON24 (ONTF) insider stock sales made under a Rule 10b5-1 plan?

Yes. The filing states that the transactions were effected pursuant to Rule 10b5-1 trading plans adopted on August 7, 2024 and September 12, 2024.

Why were some ON24 (ONTF) shares sold according to the Form 4?

The filing explains that some shares were sold to cover tax withholding obligations arising from the vesting of restricted stock units.

What do the weighted average prices in the ON24 (ONTF) Form 4 mean?

The prices reported are weighted averages of multiple trades. For 11/20/2025, trades ranged from $5.20 to $5.37. For 11/24/2025, trades ranged from $5.22 to $5.39.

Does this ON24 (ONTF) Form 4 involve any derivative securities?

The Table II section for derivative securities is present but contains no reported derivative transactions in this excerpt.