[Form 4] OneStream, Inc. Insider Trading Activity

Rhea-AI Filing Summary

John Kinzer, a director of OneStream, Inc. (OS), reported a sequence of transactions in September 2025. On September 18, 2025 he converted 30,000 shares of Class D Common Stock into 30,000 shares of Class A Common Stock. On September 19, 2025 those 30,000 Class A shares were sold at $20 per share under a Rule 10b5-1 trading plan adopted on November 22, 2024. The filing notes that some reported shares include unvested restricted stock units and that the shares are held by the John E. Kinzer Trust, of which the reporting person is a trustee. The Form 4 shows holdings tied to Common Units and Class D/Common C mechanics, including a post-transaction beneficial ownership figure for Class D Common Stock of 300,997 shares and 30,000 Class A shares referenced where applicable.

Positive

• Sale executed under a Rule 10b5-1 trading plan, indicating the trades were preplanned and compliant with insider trading procedures
• Clear reporting of ownership structure (shares held by the John E. Kinzer Trust) and conversion/redemption mechanics, improving transparency

Negative

• Insider sale of 30,000 Class A shares reduces the reporting persons immediate economic exposure to Class A shares
• Some reported shares are unvested restricted stock units, indicating not all reported holdings are freely transferable

Insights

Securities Analyst

TL;DR: Director converted 30,000 Class D to Class A and immediately sold 30,000 Class A shares under a pre-established 10b5-1 plan.

This Form 4 documents routine equity-lifecycle activity rather than an unexpected disposition. The conversion of Class D to Class A on 09/18/2025 followed by a sale on 09/19/2025 at $20 per share was executed pursuant to an existing Rule 10b5-1 plan adopted 11/22/2024, which provides an affirmative defense for planned trades. The filing also clarifies that some reported shares include unvested restricted stock units and that the economic ownership is held via the John E. Kinzer Trust with the reporting person as trustee. For investors, the transaction quantifies insider selling but is framed as preplanned activity rather than opportunistic trading.

Corporate Governance Expert

TL;DR: Transaction structure shows use of entity ownership and conversion/redemption mechanics; sale executed under a documented trading plan.

The filing highlights governance and structural features: shares are owned indirectly through a trust, Common Units of OneStream Software LLC were redeemed for Class D shares, and Class D shares convert 1:1 into Class A at holder election. The sale was effected under a 10b5-1 plan, which typically reduces insider-trading risk from a disclosure and compliance perspective. The Form 4 provides clear explanations of the conversion, redemption, and conversion mechanics, which are important for understanding how insider holdings are structured and how transfers may trigger automatic conversions per the companys charter provisions.

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^*

Kinzer John

(Last) (First) (Middle)

C/O ONESTREAM, INC.

191 N. CHESTER STREET

(Street)

BIRMINGHAM MI 48009

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OneStream, Inc. [ OS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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
Class A Common Stock	09/18/2025		C(1)		30,000	A	(1)	30,000	I	See Footnote(2)
Class A Common Stock	09/19/2025		S(3)		30,000	D	$20	0	I	See Footnote(2)
Class A Common Stock								7,130(4)	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
Common Units	(5)	09/18/2025		C(5)			30,000	(6)	(6)	Class D Common Stock	30,000	$0	300,997	I	See Footnote(2)
Class D Common Stock	(5)	09/18/2025		C(5)		30,000		(7)	(7)	Class A Common Stock	30,000	$0	30,000	I	See Footnote(2)
Class D Common Stock	(1)	09/18/2025		C(1)			30,000	(7)	(7)	Class A Common Stock	30,000	$0	0	I	See Footnote(2)

Explanation of Responses:

1. The Class A Common Stock was acquired upon the conversion, at the holder's election, of Class D Common Stock held by the holder on a 1:1 basis.

2. The shares are held by the John E. Kinzer Trust, of which the Reporting Person is a trustee.

3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 22, 2024.

4. The shares reported include unvested restricted stock units.

5. On September 18, 2025, the holder redeemed 30,000 Common Units of OneStream Software LLC, and 30,000 shares of the holder's Class C Common Stock were cancelled, in exchange for 30,000 shares of Class D Common Stock.

6. The Common Units may be redeemed by the holder for shares of Class D Common Stock on a 1:1 basis, and an equal number of the holder's shares of Class C Common Stock (which have no economic rights) will be cancelled in connection with the redemption. The Common Units have no expiration date.

7. The Class D Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis. Each outstanding share of Class D Common Stock will automatically convert into one share of Class A Common Stock upon the earlier of (i) any transfer, whether or not for value, except for certain transfers exempted by the Issuer's amended and restated certificate of incorporation, (ii) death or incapacity (if the holder is a natural person), and (iii) the first trading day following the seventh anniversary of the Issuer's initial public offering.

	/s/ Holly Koczot, attorney-in-fact	09/22/2025
	** 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.
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FAQ

What transactions did John Kinzer report for OneStream (OS)?

He converted 30,000 Class D shares into 30,000 Class A shares on 09/18/2025 and sold 30,000 Class A shares on 09/19/2025 at $20 per share.

Were the sales by John Kinzer preplanned or ad hoc?

The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 11/22/2024.

Who holds the shares reported on the Form 4?

The shares are held by the John E. Kinzer Trust, of which John Kinzer is a trustee, indicating indirect beneficial ownership.

Does the filing mention unvested shares?

Yes. The filing states that some reported shares include unvested restricted stock units.

What are the mechanics of conversion between OneStream share classes noted in the filing?

The filing states Class D Common Stock is convertible at any time by the holder into Class A on a 1:1 basis, and certain events trigger automatic conversion.