ON24 INC. — Director's Dealing 2021

Nov 4, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON24 INC. (ONTF)
CIK: 0001110611
Period of Report: 2021-11-01

Reporting Person: Sharan Sharat (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-01	Common Stock	M	46875.00	$19.13	Acquired	1980047.00	Direct
2021-11-01	Common Stock	F	23634.00	$19.13	Disposed	1956413.00	Direct
2021-11-02	Common Stock	M	46875.00	$19.03	Acquired	2003288.00	Direct
2021-11-02	Common Stock	F	23241.00	$19.03	Disposed	1980047.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-01	Restricted Stock Units	$	M	46875.00	Disposed		Common Stock (46875.00)	Direct
2021-11-02	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 release on November 1, 2021 of restricted stock units held by the Reporting Person.

F2: 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 release on November 2, 2021 of restricted stock units held by the Reporting Person.

F3: Each restricted stock unit represents the contingent right to receive one share of the issuer's common stock.

F4: 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. The remaining RSUs will settle on December 1, 2021 and December 2, 2021.