OneStream, Inc.·4

Feb 19, 4:48 PM ET

Hohenstein Ken 4

4 · OneStream, Inc. · Filed Feb 19, 2026

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OneStream (OS) CRO Ken Hohenstein Exercises Options, Sells 60,000 Shares

What Happened

  • Ken Hohenstein, Chief Revenue Officer of OneStream, exercised stock options to acquire 60,000 shares (20,000 @ $10.65 = $213,000; 40,000 @ $14.51 = $580,400) on Feb 17, 2026. The same day he sold 60,000 shares in an open-market transaction at $23.46 per share for proceeds of $1,407,600. The Form 4 also reports three derivative disposals (totaling 60,000 shares) shown at $0.00, consistent with option conversions/surrenders or withholding related to the exercises.

Key Details

  • Transaction date: Feb 17, 2026.
  • Exercise details: 20,000 shares @ $10.65 (acquired, $213,000); 40,000 shares @ $14.51 (acquired, $580,400). (Transaction code M = option exercise/conversion.)
  • Sale: 60,000 shares sold @ $23.46, proceeds $1,407,600. (Transaction code S = open-market sale.)
  • Additional disposals: three derivative disposals at $0.00 totaling 60,000 shares (reported as M in the filing).
  • Net effect on beneficial ownership: no net increase (60,000 shares acquired and 60,000 shares sold/surrendered).
  • Notable footnotes: sales effected under a Rule 10b5-1 trading plan adopted Aug 22, 2025 (F2); reported holdings include shares held by the Hohenstein Purple Elephant Trust (F3) and include unvested restricted stock units (F1). Vesting schedules for related options are noted in F4–F6.
  • Filing timeliness: Reported period 2026-02-17, filed 2026-02-19 — filed within the typical Form 4 reporting window.

Context

  • This was an exercise of options followed by same-day market sales. Such transactions can be routine (e.g., exercising options and selling shares to cover exercise costs or taxes) and were executed under a pre-established 10b5-1 plan. The filing shows no clear change in overall ownership from these transactions.

Insider Transaction Report

Form 4
Period: 2026-02-17
Hohenstein Ken
Chief Revenue Officer
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-02-17$10.65/sh+20,000$213,0001,010,961 total
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-02-17$14.51/sh+40,000$580,4001,050,961 total
  • Sale

    Class A Common Stock

    [F2][F1]
    2026-02-17$23.46/sh60,000$1,407,600990,961 total
  • Exercise/Conversion

    Stock Option (right to buy)

    [F4]
    2026-02-1710,000138,508 total
    Exercise: $10.65Exp: 2033-03-05Class A Common Stock (10,000 underlying)
  • Exercise/Conversion

    Stock Option (right to buy)

    [F5]
    2026-02-1710,0009,210 total
    Exercise: $10.65Exp: 2031-12-04Class A Common Stock (10,000 underlying)
  • Exercise/Conversion

    Stock Option (right to buy)

    [F6]
    2026-02-1740,000380,322 total
    Exercise: $14.51Exp: 2034-03-10Class A Common Stock (40,000 underlying)
Holdings
  • Class A Common Stock

    [F3]
    (indirect: See Footnote)
    790,279
Footnotes (6)
  • [F1]The shares reported include unvested restricted stock units.
  • [F2]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 22, 2025.
  • [F3]Shares held by the Hohenstein Purple Elephant 2019 Irrevocable Grantor Trust (the "Hohenstein Purple Elephant Trust"). The Reporting Person may be deemed to have voting and dispositive power over the shares held by the Hohenstein Purple Elephant Trust.
  • [F4]One-fourth of the shares subject to the option vested on February 15, 2024, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.
  • [F5]One-fourth of the shares subject to the option vested on February 15, 2023, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.
  • [F6]One-fourth of the shares subject to the option vested on February 15, 2025, and 1/48th of the shares subject to the option shall vest each month thereafter, subject to the Reporting Person continuing to be a service provider through the applicable vesting date.
Signature
/s/ Holly Koczot, attorney-in-fact|2026-02-19

Documents

1 file
  • 4
    form4-02192026_090245.xmlPrimary