0001562180-23-005059.txt : 20230609 0001562180-23-005059.hdr.sgml : 20230609 20230609173856 ACCESSION NUMBER: 0001562180-23-005059 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230609 FILED AS OF DATE: 20230609 DATE AS OF CHANGE: 20230609 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sahasi Jayesh CENTRAL INDEX KEY: 0001841662 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39965 FILM NUMBER: 231006533 MAIL ADDRESS: STREET 1: 934 LUNDY LN CITY: LOS ALTOS STATE: CA ZIP: 94024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ON24 INC. CENTRAL INDEX KEY: 0001110611 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 50 BEALE STREET, 8TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (415) 369-8000 MAIL ADDRESS: STREET 1: 50 BEALE STREET, 8TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: ON24 INC DATE OF NAME CHANGE: 20000329 4 1 primarydocument.xml PRIMARY DOCUMENT X0407 4 2023-06-09 false 0001110611 ON24 INC. ONTF 0001841662 Sahasi Jayesh C/O ON24, INC. 50 BEALE STREET, 8TH FLOOR SAN FRANCISCO CA 94015 false true false false EV President, Product and CTO false Common Stock 84286.00 D Common Stock 77244.00 D Common Stock 176116.00 D Stock Options (Right to buy) 13.33 2030-12-11 Common Stock 17299.00 17299.00 D Stock Options (Right to buy) 13.33 2030-12-11 Common Stock 183701.00 183701.00 D Stock Options (Right to buy) 2.00 2030-01-16 Common Stock 55370.00 55370.00 D Stock Options (Right to buy) 1.35 2028-12-21 Common Stock 26043.00 26043.00 D Stock Options (Right to buy) 1.23 2030-01-16 Common Stock 22086.00 22086.00 D The Reporting Person is voluntarily restating his holdings in light of the $1.09 special dividend declared on May 8, 2023, payable on or about June 15,2023, to stockholders of record as of the close of business on May 22, 2023. Pursuant to antidilution provisions, the previously awarded restricted stock units ("RSUs") with 72,745 shares outstanding were automatically adjusted to represent RSUs to acquire 84,286 shares, as reflected herein. There were no other changes to the RSUs. The RSUs will vest in 16 equal installments over a four-year period, with the first installment vesting on February 20, 2022, in each case subject to the Reporting Person's continued service through the applicable vesting date. Pursuant to antidilution provisions, the previously awarded RSUs with 66,667 shares outstanding were automatically adjusted to represent RSUs to acquire 77,244 shares, as reflected herein. There were no other changes to the RSUs. The RSUs will vest semi-annually in three equal installments with the first 1/3 vesting on February 20. 2023, in each case subject to the Reporting Person's continued service through the applicable vesting date. Pursuant to antidilution provisions, the previously awarded RSUs with 152,000 shares outstanding were automatically adjusted to represent RSUs to acquire 176,116 shares, as reflected herein. There were no other changes to the RSUs. The RSUs will vest 1/12 quarterly over 3 years beginning on June 1, 2023. Pursuant to antidilution provisions, the exercise price of $14.42 per share of the previously awarded options were automatically adjusted to $13.33 per share, as reflected herein. There were no other changes to the options. The options vested with respect to 1/48th of such shares on February 1, 2021, with 1/48th of such shares vesting thereafter at the end of each full month of continuous service until fully vested. Pursuant to antidilution provisions, the previously awarded options to acquire 47,811 shares for an exercise price of $2.32 per share were automatically adjusted to represent options to acquire 55,370 shares for an exercise price of $2.00 per share, as reflected herein. There were no other changes to the options. The options are fully vested and exercisable. Pursuant to antidilution provisions, the exercise price of $2.44 per share of the previously awarded options were automatically adjusted to $1.35 per share, as reflected herein. There were no other changes to the options. Pursuant to antidilution provisions, the exercise price of $2.32 per share of the previously awarded options were automatically adjusted to $1.23 per share, as reflected herein. There were no other changes to the options. /s/ Sahasi Jayesh by Charles Rogerson, as Attorney-in-Fact 2023-06-09 EX-24 2 sahasipoab.txt PAO EFFECTIVE 04/01/2022 POWER OF ATTORNEY FOR SECTION 16 REPORTING PURPOSES Know all by these presents, that the undersigned hereby constitutes and appoints each of Steven Vattuone, Amit Khetan, William Weesner, Charles Rogerson and Bianca Jean LaCaille, or any of them signing singly, and with full power of substitution, as the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute for and on behalf of the undersigned Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of ON24, Inc. (the "Company"), (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or other form or report, and timely file such form or report with the United States Securities and Exchange Commission and any stock exchange or similar authority, and (3) take any other action of any type whatsoever in connection with the foregoing, which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of 12/21/2021. Jayesh Sahasi