KKR Associates NGT L.P.'s Form 4 filing
OneStream, Inc. (OS) · filed Nov 18, 2024
- Accession no.
- 0001140361-24-047227
- Filed
- Nov 18, 2024, 9:22 PM ET
- Trade date
- Nov 14-18, 2024
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not checked
This filing lists 20 non-derivative transactions and 11 derivative transactions. Open-market sales total $191.2M. It was filed 4 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| KKR Associates NGT L.P.CIK 0001855206 | 10% Owner |
| KKR Next Gen Tech Growth LtdCIK 0001855241 | 10% Owner |
| KKR NGT (Dream) Blocker Parent L.P.CIK 0002031189 | 10% Owner |
| K-PRIME Hedge-Finance GP LtdCIK 0002031206 | 10% Owner |
| K-PRIME AG Financing LPCIK 0002031207 | 10% Owner |
| KKR NGT (Dream) Blocker Parent (EEA) L.P.CIK 0002031208 | 10% Owner |
| KKR Associates Group GP LLCCIK 0002031221 | 10% Owner |
| KKR Associates Group L.P.CIK 0002031222 | 10% Owner |
| K-PRIME Aggregator L.P.CIK 0002031224 | 10% Owner |
| K-Prime GP LLCCIK 0002031225 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +3,432,334 | –F2 | – | 3,432,334 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +426,807 | –F2 | – | 426,807 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +11,359 | –F2 | – | 11,359 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +287,524 | –F2 | – | 287,524 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +204,269 | –F2 | – | 204,269 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +99,143 | –F2 | – | 99,143 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +693,998 | –F2 | – | 693,998 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +932,505 | –F2 | – | 932,505 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +139,753 | –F2 | – | 139,753 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionAcquired | +148,719 | –F2 | – | 148,719 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −3,432,334 | $29.99F18 | −$102,944,277.5 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −426,807 | $29.99F18 | −$12,801,008.95 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −11,359 | $29.99F18 | −$340,684.81 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −287,524 | $29.99F18 | −$8,623,563.57 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −204,269 | $29.99F18 | −$6,126,537.98 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −99,143 | $29.99F18 | −$2,973,546.43 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −693,998 | $29.99F18 | −$20,814,735.02 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −932,505 | $29.99F18 | −$27,968,156.21 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −139,753 | $29.99F18 | −$4,191,541.85 | 0 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class A Common Stock | SSaleDisposed | −148,719 | $29.99F18 | −$4,460,454.61 | 0 | Indirect | Duplicate filing |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −3,432,334 | $0.00 | $0 | 26,742,749 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −426,807 | $0.00 | $0 | 3,325,433 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −11,359 | $0.00 | $0 | 88,505 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −287,524 | $0.00 | $0 | 2,240,216 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −204,269 | $0.00 | $0 | 1,591,549 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −99,143 | $0.00 | $0 | 772,461 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −693,998 | $0.00 | $0 | 5,407,224 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −932,505 | $0.00 | $0 | 7,265,535 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −139,753 | $0.00 | $0 | 1,088,873 | Indirect | Duplicate filing |
| Nov 14, 2024 | Class A Common Stock | CConversionDisposed | −148,719 | $0.00 | $0 | 1,158,733 | Indirect | Duplicate filing |
| Nov 18, 2024 | Class D Common Stock | SSaleDisposed | −5,993,052 | $29.99F19 | −$179,746,612.11 | 46,694,373 | Indirect | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F2
The Class D Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a one-for-one basis. Each outstanding share of Class D Common Stock will automatically convert into one share of the Issuer's Class A Common Stock on the first trading day following the seventh anniversary of the Issuer's initial public offering.
Referenced by the price of 10 transactions in Table I.
- F18
This amount represents the $31.00 secondary public offering price per share of Class A Common Stock less the underwriting discount of $1.0075 per share.
Referenced by the price of 10 transactions in Table I.
- F19
The Issuer used a portion of the net proceeds from the closing of its secondary offering of Class A Common Stock to purchase Common Units from certain of the Issuer's equityholders, including KKR Dream Holdings LLC, at a price of $29.9925 per Common Unit.
Referenced by the price of 1 transaction in Table II.
Remarks
Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.