OneStream (NYSE: OS) CRO sells 120,000 shares after option exercises

Rhea-AI Filing Summary

OneStream, Inc. Chief Revenue Officer Ken Hohenstein reported option exercises and share sales. On January 16, 2026, he exercised stock options for 30,000 Class A shares at $10.65, another 50,000 shares at $10.65, and 40,000 shares at $14.51. On the same day he sold 120,000 Class A shares at a weighted average price of $23.63, under a Rule 10b5-1 trading plan adopted on August 22, 2025. After these transactions he held 990,961 Class A shares directly, which include unvested restricted stock units, and 790,279 Class A shares indirectly through the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust, over which he may be deemed to have voting and dispositive power.

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^*

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)
01/16/2026

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	01/16/2026		M		80,000	A	$10.65	1,070,961(1)	D
Class A Common Stock	01/16/2026		M		40,000	A	$14.51	1,110,961(1)	D
Class A Common Stock	01/16/2026		S(2)		120,000	D	$23.63(3)	990,961(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	01/16/2026		M			30,000	(5)	03/05/2033	Class A Common Stock	30,000	$0	148,508	D
Stock Option (right to buy)	$10.65	01/16/2026		M			50,000	(6)	12/04/2031	Class A Common Stock	50,000	$0	19,210	D
Stock Option (right to buy)	$14.51	01/16/2026		M			40,000	(7)	03/10/2034	Class A Common Stock	40,000	$0	420,322	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 August 22, 2025.

3. Represents the weighted average share price of an aggregate total of 120,000 shares sold in the price range of $23.62 to $23.652, 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.

7. One-fourth of the shares subject to the option vested on February 15, 2025, 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	01/20/2026
	** 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 insider activity did OneStream (OS) disclose in this Form 4?

The filing shows that Chief Revenue Officer Ken Hohenstein exercised stock options for a total of 120,000 Class A shares and sold 120,000 Class A shares on January 16, 2026. It also updates his direct and indirect share ownership in OneStream, Inc.

How many OneStream (OS) shares did the CRO sell and at what price?

Ken Hohenstein sold 120,000 Class A Common shares at a weighted average price of $23.63 per share. The sale price reflects trades executed in a range from $23.62 to $23.652, and he has committed to provide full price breakdowns upon request to regulators, the issuer, or its security holders.

Were the OneStream (OS) insider sales made under a Rule 10b5-1 trading plan?

Yes. The sales reported were effected under a Rule 10b5-1 trading plan adopted by Ken Hohenstein on August 22, 2025. Such plans pre-schedule trades according to preset instructions, which can help demonstrate that transactions were not based on later-acquired nonpublic information.

What option exercises did the OneStream (OS) CRO report?

On January 16, 2026, he exercised three stock option grants: 30,000 shares at an exercise price of $10.65 expiring on March 5, 2033, 50,000 shares at $10.65 expiring on December 4, 2031, and 40,000 shares at $14.51 expiring on March 10, 2034. These options relate to Class A Common Stock of OneStream, Inc.

How many OneStream (OS) shares does the CRO own after these transactions?

Following the reported transactions, Ken Hohenstein directly owned 990,961 Class A Common shares, which the filing notes include unvested restricted stock units. In addition, 790,279 Class A shares are held indirectly through the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust, over which he may be deemed to have voting and dispositive power.

What are the vesting terms of the OneStream (OS) stock options in this Form 4?

The filing explains that for each of the option grants, one-fourth of the shares vested on a specified February 15 date (in 2023, 2024, or 2025 depending on the grant), and the remaining shares vest at a rate of 1/48th per month thereafter, as long as Ken Hohenstein continues as a service provider through each vesting date.

How is the Hohenstein Purple Elephant Trust involved with OneStream (OS) shares?

The Form 4 states that 790,279 Class A shares are held by the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust. The filing notes that Ken Hohenstein may be deemed to have voting and dispositive power over these shares, so they are reported as indirectly owned.