OneStream (OS) president’s options and shares cashed out at $24
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Leshinski Scott reported disposition transactions in this Form 4 filing.
OneStream, Inc. president Scott Leshinski reported issuer-related disposals of stock options and Class A common shares tied to the closing of a merger. On April 1, 2026, all reported equity awards and shares were cancelled and converted into cash rights under a merger agreement.
Each share of Class A Common Stock was converted into the right to receive $24.00 in cash, less applicable taxes. Vested and unvested stock options with exercise prices between $10.65 and $16.40 per share, along with related restricted stock units, were similarly cancelled in exchange for cash payments, leaving no remaining holdings reported in this filing.
Positive
- None.
Negative
- None.
Insights
Executive equity is cashed out in an all-cash merger, not sold on the market.
The transactions show Scott Leshinski, president of OneStream, Inc., disposing of stock options and Class A shares back to the issuer as part of a cash merger. Code D and the description “disposition to issuer” indicate no open‑market buying or selling.
The footnotes explain an Agreement and Plan of Merger where each common share becomes a right to receive $24.00 in cash, and both vested and unvested options and RSUs convert into cash based on that price. This represents a change in ownership structure rather than a discretionary trade.
Because all visible derivative positions and shares in this filing go to zero after the merger’s Effective Time, the Form 4 mainly clarifies how the executive’s equity was treated in the acquisition, rather than signaling a view on future performance.
Insider Trade Summary
11 transactions reported
Mixed
11 txns
Insider
Leshinski Scott
Role
President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (right to buy) | 68,871 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 65,520 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 19,480 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 12,500 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 7,500 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 78,126 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 71,874 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 23,963 | $0.00 | -- |
| Disposition | Stock Option (right to buy) | 26,037 | $0.00 | -- |
| Disposition | Class A Common Stock | 9,093 | $0.00 | -- |
| Disposition | Class A Common Stock | 369,365 | $0.00 | -- |
Holdings After Transaction:
Stock Option (right to buy) — 0 shares (Direct);
Class A Common Stock — 0 shares (Direct)
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated January 6, 2026, by and among OneStream, Inc. ("Issuer"), OneStream Software LLC, a subsidiary of Issuer ("Company LLC"), Onward AcquireCo Inc. ("Parent"), Onward Merger Sub 2, LLC ( "Merger Sub I") and Onward Merger Sub, Inc. ("Merger Sub II"), on April 1, 2026, Merger Sub 1 merged with and into Company LLC (the "First Merger"), with Company LLC surviving the First Merger and becoming a subsidiary of Parent, and Merger Sub II merged with and into Issuer (the "Second Merger" and together with the First Merger, the "Mergers"), with Issuer surviving the Second Merger and becoming a subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time (the "Effective Time"), each share of Issuer Class A Common Stock was cancelled and converted into the right to receive $24.00 per share in cash (the "Per Share Price") without interest, less applicable withholding taxes. Represents an equal number of restricted stock units ("RSUs"). At the Effective Time, each unvested RSU award was cancelled and converted into the contingent right to receive a cash award, without interest, equal to the product of (a) the Per Share Price multiplied by (b) the total number of shares of Issuer's Class A Common Stock covered by such RSU award, less applicable withholding taxes. The vesting terms and conditions applicable to the unvested RSU awards as of immediately prior to the Mergers will remain in effect following the Mergers. At the Effective Time, each vested option was cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (a) the total number of shares of Class A Common Stock subject to the option multiplied by (b) the excess, if any, of the Per Share Price over the exercise price per share of the option, less applicable withholding taxes. At the Effective Time, each unvested option was cancelled and converted into the contingent right to receive a cash award, without interest, equal to the product of (a) the total number of shares of Class A Common Stock subject to the option multiplied by (b) the excess, if any, of the Per Share Price over the exercise price per share of the option, less applicable withholding taxes. The vesting terms and conditions applicable to the unvested option as of immediately prior to the Mergers will remain in effect following the Mergers.
Key Figures
Per-share merger cash price: $24.00 per share
Option exercise price: $10.65 per share
Option exercise price: $12.71 per share
+4 more
7 metrics
Per-share merger cash price
$24.00 per share
Cash paid for each share of Issuer Class A Common Stock at Effective Time
Option exercise price
$10.65 per share
Exercise price on multiple cancelled stock option awards
Option exercise price
$12.71 per share
Exercise price on additional cancelled stock option grants
Option exercise price
$14.51 per share
Exercise price on stock options converted to cash rights
Option exercise price
$16.40 per share
Exercise price on higher-strike options cancelled in merger
Common shares disposed
369,365 shares
Class A Common Stock disposition to issuer on April 1, 2026
Additional common shares disposed
9,093 shares
Class A Common Stock disposition to issuer on April 1, 2026
Key Terms
Agreement and Plan of Merger, Per Share Price, Effective Time, restricted stock units ("RSUs"), +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated January 6, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Effective Time regulatory
"At the Effective Time, each unvested RSU award was cancelled and converted into the contingent right to receive a cash award"
restricted stock units ("RSUs") financial
"Represents an equal number of restricted stock units ("RSUs"). At the Effective Time, each unvested RSU award was cancelled"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
disposition to issuer financial
"transaction_action": "issuer disposition", "transaction_code_description": "Disposition to issuer""
FAQ
What did OneStream (OS) president Scott Leshinski report on this Form 4?
He reported issuer-related disposals of stock options and Class A common shares. These positions were cancelled and converted into cash rights under a merger agreement, leaving no remaining holdings from the reported awards after the Effective Time of the transaction.
How were OneStream (OS) stock options held by the president treated in the merger?
At the Effective Time, each vested option was cancelled for cash equal to shares times the excess of $24.00 over the exercise price. Each unvested option became a contingent cash award using the same formula, with original vesting terms continuing after the merger transaction.
What happened to OneStream (OS) restricted stock units in this transaction?
Each unvested RSU award was cancelled and replaced with a contingent cash right. The cash amount equals the product of the $24.00 per-share price and the RSU share count, less taxes, while the original vesting conditions continue to govern when that cash can ultimately be received.
What corporate transaction drove these Form 4 disposals at OneStream (OS)?
The disposals stem from an Agreement and Plan of Merger involving OneStream, its subsidiary, and entities referred to as Parent and merger subsidiaries. Through the First and Second Mergers, OneStream became a subsidiary of Parent, triggering the cash conversion of shares, options, and RSUs.