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ON24 INC. Director's Dealing 2021

Dec 3, 2021

33490_dirs_2021-12-03_50af3c08-845f-45c5-ba7b-baac40599c04.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON24 INC. (ONTF)
CIK: 0001110611
Period of Report: 2021-12-01

Reporting Person: Sharan Sharat (N/A)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2021-12-01 Common Stock M 46875.00 $0.00 Acquired 2041622.00 Direct
2021-12-01 Common Stock F 22848.00 $15.84 Disposed 2018774.00 Direct
2021-12-02 Common Stock M 46875.00 $0.00 Acquired 2065649.00 Direct
2021-12-02 Common Stock F 23241.00 $15.20 Disposed 2042408.00 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-12-01 Restricted Stock Units $ M 46875.00 Disposed Common Stock (46875.00) Direct
2021-12-02 Restricted Stock Units $ M 46875.00 Disposed Common Stock (46875.00) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 92500.00 Indirect

Footnotes

F1: This transaction is not a sale of shares by the Reporting Person. Instead, the shares were withheld by the Issuer, to satisfy withholding taxes in connection with the settlement on December 1, 2021 of restricted stock units held by the Reporting Person.

F2: The previous Form 4 dated November 3, 2021 reflected 23,634 shares disposed. That share withholding was inadvertently overreported by 393 shares. Therefore, 393 shares are being deducted from this withholding. Original withholding amount is 23,241 shares; adjusted withholding amount is 22,848 shares.

F3: This transaction is not a sale of shares by the Reporting Person. Instead, the shares were withheld by the Issuer, to satisfy withholding taxes in connection with the settlement on December 2, 2021 of restricted stock units held by the Reporting Person.

F4: Each restricted stock unit represents the contingent right to receive one share of the issuer's common stock.

F5: Each restricted stock unit vested upon satisfaction of a service condition and a liquidity condition and settles for one share of the issuer's common stock.