Goldman Sachs Group Inc - Mar 8, 2022 Form 4 Insider Report for ON24 INC. (ONTF)

Role
Other*
Signature
/s/ Crystal Orgill, Attorney-in-fact
Stock symbol
ONTF
Transactions as of
Mar 8, 2022
Transactions value $
-$643,848
Form type
4
Date filed
3/10/2022, 06:17 PM
Previous filing
Mar 8, 2022
Next filing
Mar 14, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ONTF Common Stock Sale -$318K -25K -0.72% $12.73 3.44M Mar 8, 2022 See Footnotes F1, F2, F3, F4
transaction ONTF Common Stock Sale -$326K -25K -0.73% $13.03 3.42M Mar 9, 2022 See Footnotes F1, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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 with GS Group, Goldman Sachs, and GSSG, 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.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.35 to $13.02, inclusive. The Reporting Persons undertake 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 sold at each separate price within the ranges set forth in footnotes (2) and (5) to this Form 4.
F3 GS Group may be deemed to beneficially own indirectly, the number of shares of common stock of the Issuer (the "Common Stock") reported as held by SSIG and/or Goldman Sachs, respectively. Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 3,419,025 shares of the Common Stock of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 3,327,854 shares of Common Stock held by SSIG and (ii) 91,171 shares of Common Stock held by Goldman Sachs.
F4 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.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.83 to $13.25, inclusive.

Remarks:

The Reporting Persons are filing this Form 4 out of abundance of caution on the basis that they may be deemed directors by deputization of Holger Staude, an employee of Goldman Sachs & Co. LLC who currently serves on the Issuer's board of directors. Mr. Staude disclaims beneficial ownership of any and all securities reported herein, and this report shall not be deemed an admission that Mr. Staude is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.