ZWARENSTEIN BARRY 4

What Happened

• Barry Zwarenstein, a director of ON24, reported dispositions tied to the April 1, 2026 merger with Cvent. 154,586 outstanding ON24 common shares were cancelled and converted into the right to receive $8.10 per share, yielding $1,252,506.60 in aggregate cash. A separate derivative disposition of 110,834 (options) was reported as $0 on the Form 4; per the merger agreement, options were converted into a cash payout equal to $8.10 minus the option exercise price.

Key Details

• Transaction date: April 1, 2026 (effective date of the merger). Filing date: April 2, 2026 (timely).
• Common-stock conversion price: $8.10 per share (Merger Agreement). 154,586 shares × $8.10 = $1,252,506.60.
• Derivative report: 110,834 options were reported as disposed with $0 shown on the Form 4; footnote states options converted into cash equal to $8.10 less each option’s exercise price.
• Shares owned after transaction: Outstanding ON24 common shares were automatically cancelled at the merger effective time (no remaining public common shares).
• Footnotes: F1 describes share/RSU conversion at $8.10/share; F2 explains option conversion formula.
• Filing timeliness: Reported the day after the merger—no late filing noted.

Context

• These were not open-market sales but automatic cash-outs required by the merger agreement. The common shares were cancelled and converted to a fixed cash payment; options were similarly cashed out per their exercise-price offsets. This is a corporate transaction result, not a discretionary insider sale indicating sentiment.