OneStream CFO cashless option exercise yields $669K sale, no net share change

Rhea-AI Filing Summary

Form 4 filing summary – OneStream, Inc. (OS)

Chief Financial Officer William A. Koefoed disclosed one option exercise and one share sale executed on 06/25/2025 and reported on 06/27/2025.

• Option exercise (Code “M”): 25,000 Class A shares acquired by exercising employee stock options at $10.65 per share.
• Immediate sale (Code “S”): The same 25,000 shares were sold in the open market at an average price of $26.77 under a pre-arranged Rule 10b5-1 plan adopted 02/21/2025.
• Cash impact: Transaction generated gross proceeds of about $669,250 against an exercise cost of roughly $266,250, implying an estimated pre-tax gain of ~$403,000.
• Ownership impact: Post-sale beneficial ownership remains 237,839 shares, identical to the pre-exercise level; holdings still include unvested RSUs.
• Remaining options: 195,481 options remain outstanding, vesting monthly through 02/15/2027 and expiring 12/04/2031.

The filing reflects routine liquidity management by the executive with no change in net share exposure and no new information on company performance.

Insights

Financial Analyst

TL;DR: Routine CFO cashless exercise; net holdings unchanged, minimal signal for OS valuation.

The exercise-and-sell pattern suggests Mr. Koefoed converted in-the-money options to capture a ~$16.12 spread, then liquidated shares to cover taxes and diversify. Because his net share count is unchanged, the transaction is neutral for ownership alignment. Volume—25 k shares—represents a small fraction of OS’s outstanding float (exact float not disclosed here) and should not materially affect supply–demand dynamics. No incremental information on operations, guidance, or financial health accompanies the filing, so investors should treat it as a standard insider liquidity event rather than a directional indicator.

Corporate Governance Specialist

TL;DR: Sale done under 10b5-1 plan, mitigating timing risk; governance posture remains sound.

The reported sale was executed pursuant to a 10b5-1 plan adopted months earlier, limiting the possibility of trading on material non-public information. Signature is via attorney-in-fact, indicating proper delegation and documentation. Holdings after the trade still include significant vested and unvested equity, preserving alignment between the CFO and shareholders. From a governance standpoint, this filing raises no red flags and is considered routine.

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^*

Koefoed William A

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

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	06/25/2025		M		25,000	A	$10.65	262,839(1)	D
Class A Common Stock	06/25/2025		S(2)		25,000	D	$26.77	237,839(1)	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
Stock Option (right to buy)	$10.65	06/25/2025		M			25,000	(3)	12/04/2031	Class A Common Stock	25,000	$0	195,481	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 February 21, 2025.

3. 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	06/27/2025
	** 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

How many OneStream (OS) shares did CFO William Koefoed sell on 06/25/2025?

25,000 shares were sold at an average price of $26.77.

Did the CFO’s overall share ownership in OS change after the transactions?

No. Beneficial ownership remained at 237,839 shares after both transactions.

What was the exercise price of the options converted by the CFO?

The options were exercised at $10.65 per share.

Were the sales executed under a Rule 10b5-1 trading plan?

Yes. The plan was adopted on 02/21/2025.

How many stock options does the CFO still hold after this filing?

He retains 195,481 options that expire on 12/04/2031.