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[Form 4] OneStream, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Ken Hohenstein, Chief Revenue Officer of OneStream, Inc. (OS), reported transactions dated 09/16/2025 involving both non-derivative shares and stock options. He acquired 40,000 shares via option exercises at an exercise price of $10.65 and concurrently sold 40,000 shares under a Rule 10b5-1 trading plan for a weighted average sale price of $18.69. Following these transactions he beneficially owned 1,037,062 shares before the sale line and 997,062 shares after the sale (direct), and held 790,279 shares indirectly through the Hohenstein Purple Elephant Trust. He also holds two option grants exercisable through 2031 and 2033 and unvested restricted stock units are included in the reported totals.

Positive
  • Use of Rule 10b5-1 plan for the sale adopted on 11/13/2024, indicating a pre-established, compliant trading arrangement
  • Exercise of options at $10.65 demonstrates insider participation and alignment via equity ownership
  • Full disclosure of unvested restricted stock units, option vesting schedules, and trust-held indirect ownership
Negative
  • Sale of 40,000 shares reduced direct beneficial ownership from 1,037,062 to 997,062
  • Weighted average sale price $18.69 could be interpreted as insider liquidity, which some investors view negatively

Insights

TL;DR: Insider exercised options and sold an equal number of shares under a pre-established 10b5-1 plan, leaving substantial direct and indirect holdings.

The Reporting Person exercised 40,000 shares at $10.65 and sold 40,000 shares at a weighted average of $18.69, consistent with a Rule 10b5-1 plan adopted on 11/13/2024. The filings disclose remaining direct beneficial ownership of 997,062 shares and indirect ownership of 790,279 shares via a trust, plus outstanding options totaling 40,000 shares reported in Table II. This is a routine, compliant insider liquidity event that does not, by itself, indicate a material change in control or company fundamentals.

TL;DR: Transactions appear procedurally standard: option exercise, scheduled vesting, and Rule 10b5-1 sales; disclosures identify trust-held indirect holdings.

The Form 4 notes vesting schedules for two option grants and that reported share totals include unvested restricted stock units. The sale was effected pursuant to a documented 10b5-1 plan, which strengthens the compliance narrative. Indirect holdings are held by the "Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust," over which the Reporting Person may be deemed to have voting and dispositive power. From a governance perspective, the filing provides customary details to satisfy Section 16 reporting requirements.

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).
1. Name and Address of Reporting Person*
Hohenstein Ken

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Revenue Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025
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 09/16/2025 M 40,000 A $10.65 1,037,062(1) D
Class A Common Stock 09/16/2025 S(2) 40,000 D $18.69(3) 997,062(1) D
Class A Common Stock 790,279 I See Footnote(4)
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) $10.65 09/16/2025 M 10,000 (5) 03/05/2033 Class A Common Stock 10,000 $0 208,508 D
Stock Option (right to buy) $10.65 09/16/2025 M 30,000 (6) 12/04/2031 Class A Common Stock 30,000 $0 159,210 D
Explanation of Responses:
1. The shares reported include unvested restricted stock units.
2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 13, 2024.
3. Represents the weighted average share price of an aggregate total of 40,000 shares sold in the price range of $18.50 to $18.84, inclusive, by the Reporting Person. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or any security holder of the issuer, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.
4. Shares held by the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust (the "Hohenstein Purple Elephant Trust"). The Reporting Person may be deemed to have voting and dispositive power over the shares held by the Hohenstein Purple Elephant Trust.
5. One-fourth of the shares subject to the option vested on February 15, 2024, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.
6. One-fourth of the shares subject to the option vested on February 15, 2023, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.
/s/ Holly Koczot, attorney-in-fact 09/18/2025
** 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 transactions did Ken Hohenstein report on Form 4 for OneStream (OS)?

The filing reports an exercise of 40,000 shares at $10.65 and a sale of 40,000 shares under a Rule 10b5-1 plan on 09/16/2025.

How many OneStream shares does Ken Hohenstein beneficially own after the reported trades?

Following the reported transactions, the Form 4 shows 997,062 shares held directly and 790,279 shares held indirectly via the Hohenstein Purple Elephant Trust.

Were the sales conducted under an established trading plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 11/13/2024.

What options and vesting details are disclosed in the Form 4?

Two option grants are reported: one for 10,000 shares (exercisable through 03/05/2033) and one for 30,000 shares (expiring 12/04/2031), with specified vesting schedules in the footnotes.

Does the filing include unvested restricted stock units?

Yes. Footnote 1 states that the reported shares include unvested restricted stock units.

Who signed the Form 4 filing?

The Form 4 was signed by Holly Koczot, attorney-in-fact on behalf of the reporting person on 09/18/2025.
ONESTREAM INC

NASDAQ:OS

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3.65B
88.86M
1.83%
99.39%
3.3%
Software - Infrastructure
Services-prepackaged Software
Link
United States
BIRMINGHAM