ON24 INC. 8-K

What Happened
ON24 announced that on February 13, 2026 it received notice from the U.S. Federal Trade Commission that the Hart‑Scott‑Rodino (HSR) waiting period was terminated early in connection with the previously announced proposed acquisition by an affiliate of Cvent, Inc. The transaction is governed by the Agreement and Plan of Merger involving Cvent Atlanta, LLC (Parent) and Summit Sub Corp. (Merger Sub). ON24 previously filed a preliminary proxy on February 9, 2026 and says it will file and mail a definitive proxy statement and proxy card to stockholders entitled to vote on the proposed transaction.

Key Details

• FTC early termination of the HSR waiting period received on February 13, 2026.
• Preliminary proxy statement filed with the SEC on February 9, 2026; definitive proxy to be filed and mailed to stockholders.
• Consummation remains subject to customary stockholder approval and other regulatory approvals.
• ON24 directors and executive officers may be participants in the solicitation; related disclosure will appear in the proxy and in Forms 3, 4 and 5 as applicable. Documents will be available on sec.gov and ON24’s investor site (https://investors.on24.com).

Why It Matters
The HSR clearance removes one antitrust review timing hurdle and moves the proposed acquisition process forward, but the deal is not complete. Investors should note the transaction still requires stockholder approval and additional regulatory clearances and carries the usual risks described in ON24’s filings. Retail investors are urged to read the definitive proxy and other materials when filed for full details before making voting or investment decisions.