Filing Details

Accession Number:
0000905148-21-000152
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-02-09 20:47:04
Reporting Period:
2021-02-03
Accepted Time:
2021-02-09 20:47:04
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1110611 On24 Inc. ONTF () NY
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
769993 Goldman Sachs & Co. Llc 200 West Street
New York NY 10282
No No No No
886982 Goldman Sachs Group Inc 200 West Street
New York NY 10282
No No No No
1786430 Special Situations Investing Group Ii, Llc 200 West Street
New York NY 10282
No No No No
1825522 Gssg Holdings Llc 200 West Street
New York NY 10282
No No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2021-02-03 4,027 $71.28 4,027 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2021-02-03 28,670 $72.06 32,697 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2021-02-03 1,366 $73.21 34,063 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2021-02-03 9,737 $74.22 43,800 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2021-02-03 200 $75.28 44,000 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2021-02-03 43,600 $76.99 87,600 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2021-02-03 200 $79.46 87,800 No 4 P Indirect See Footnotes
Common Stock Disposition 2021-02-03 900 $72.13 86,900 No 4 S Indirect See Footnotes
Common Stock Disposition 2021-02-03 1,300 $76.76 85,600 No 4 S Indirect See Footnotes
Common Stock Acquisiton 2021-02-05 22 $68.15 85,622 No 4 P Indirect See Footnotes
Common Stock Disposition 2021-02-05 22 $68.15 85,600 No 4 S Indirect See Footnotes
Common Stock Acquisiton 2021-02-05 5,543,918 $0.00 5,629,518 No 4 C Indirect See Footnotes
Common Stock Disposition 2021-02-05 275,000 $46.50 5,354,518 No 4 S Indirect See Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 P Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 C Indirect See Footnotes
No 4 S Indirect See Footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Class B Preferred Stock Disposition 2021-02-05 3,233,851 $0.00 3,233,851 $0.00
Common Stock Class B-1 Preferred Stock Disposition 2021-02-05 2,310,067 $0.00 2,310,067 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
0 No 4 C Indirect
Footnotes
  1. This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSSG Holdings LLC ("GSSG"), and Special Situations Investing Group II, LLC ("SSIG") (together, the "Reporting Persons"). GSSG is a wholly owned subsidiary of GS Group, and SSIG is a wholly owned subsidiary of GSSG. Goldman Sachs is a wholly owned subsidiary of GS Group. Certain of the transactions reported herein were effected by Goldman Sachs acting as agent on behalf of an international affiliate that had entered into riskless principal trades in connection with client trade facilitation in the ordinary course of its business. Without conceding riskless principal trades in connection with client facilitation in the ordinary course of business can result in liability under Section 16(b), the amount of profit recoverable by ON24, Inc. (the "Issuer") from the reported transactions will be remitted to the Issuer.
  2. GS Group may be deemed to beneficially own indirectly, the number of shares of Common Stock, par value $0.0001 per share ("Common Stock") of the Issuer reported as held by SSIG and/or Goldman Sachs, respectively. After giving effect to the transaction on February 5, 2021, Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 5,354,518 shares of the common stock (the "Common Stock") of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 5,268,918 shares of Common Stock held by SSIG and (ii) 85,600 shares of Common Stock held by Goldman Sachs.
  3. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interests in, such securities for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, or for any other purpose.
  4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $70.58 to $71.52, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased or sold at each separate price within the ranges set forth in footnotes (4) through (10) to this Form 4.
  5. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $71.61 to $72.58, inclusive.
  6. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $72.61 to $73.60, inclusive.
  7. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $73.70 to $74.39, inclusive.
  8. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $76.31 to $77.00, inclusive.
  9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.00 to $72.30, inclusive.
  10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.42 to $77.30, inclusive.
  11. All of the shares of convertible preferred stock automatically converted into shares of the Issuer's Common Stock on a 1-for-1 basis upon the closing of the Issuer's initial public offering. The convertible preferred stock had no expiration date.