ON24 INC.·4

Apr 2, 6:35 PM ET

Lynrock Lake LP 4

4 · ON24 INC. · Filed Apr 2, 2026

Research Summary

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ON24 (ONTF) 10% Owner Lynrock Lake LP Sells 8.44M Shares

What Happened Lynrock Lake LP, listed as a 10% owner of ON24 Inc. (ONTF), disposed of 8,435,069 shares in connection with ON24’s merger. Two dispositions occurred on April 1, 2026: 8,293,974 shares were reported as a disposition in change of control (U) at $8.10 per share ($67,181,189), and 141,095 shares were reported as a disposition to the issuer (D) at $8.10 per share ($1,142,870). Total cash received was $68,324,059. Per the Merger Agreement, each outstanding ON24 share (and similar RSUs) was canceled and converted into the right to receive $8.10 in cash.

Key Details

  • Transaction date: April 1, 2026. Filing date: April 2, 2026 (timely).
  • Prices and amounts: 8,293,974 shares @ $8.10 = $67,181,189 (code U); 141,095 shares @ $8.10 = $1,142,870 (code D). Total: 8,435,069 shares for $68,324,059.
  • Shares owned after transaction: effectively zero for converted common shares (all outstanding shares were canceled at closing of the merger).
  • Footnotes: F1 — merger effective Apr 1, 2026; cash-out at $8.10 per share for common stock and RSUs. F2 — shares held by Lynrock Lake Master Fund LP; Lynrock Lake LP (investment manager), Lynrock Lake Partners LLC (GP), and Cynthia Paul (CIO/sole member of GP) may be deemed beneficial owners but disclaim ownership except for pecuniary interest.
  • Transaction codes explained: U = disposition in change of control (merger cash-out); D = disposition to issuer.

Context This was not an open-market sale but a mandatory cash conversion of outstanding shares under the Merger Agreement (a change-of-control transaction). As a 10% institutional owner, Lynrock’s filing reflects the deal terms rather than an individual trading decision; purchases are typically more informative about insider sentiment than merger cash-outs.

Insider Transaction Report

Form 4Exit
Period: 2026-04-01
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-04-01$8.10/sh141,095$1,142,8700 total
  • Disposition from Tender

    Common Stock

    [F1][F2]
    2026-04-01$8.10/sh8,293,974$67,181,1890 total(indirect: By Fund)
Footnotes (2)
  • [F1]Pursuant to the Agreement and Plan of Merger, dated as of December 29, 2025 (the "Merger Agreement") among the Issuer, Cvent Atlanta, LLC ("Parent"), and Summit Sub Corp. ("Merger Sub"), on April 1, 2026, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving company and a wholly-owned subsidiary of Parent (the "Merger"). At the effective time of the Merger, each outstanding share of Issuer common stock was automatically canceled and converted into the right to receive cash in an amount equal to $8.10 per share, without interest, with similar treatment for outstanding RSUs.
  • [F2]Shares are held directly by Lynrock Lake Master Fund LP ("Lynrock Fund"). The investment manager and general partner of Lynrock Fund are Lynrock Lake LP ("Lynrock") and Lynrock Lake Partners LLC ("Lynrock GP"), respectively, and each may be deemed to beneficially own the shares held by Lynrock Fund. Cynthia Paul is the Chief Investment Officer of Lynrock and Sole Member of Lynrock GP and may be deemed to beneficially own the shares held by Lynrock Fund. Each of Lynrock, Lynrock GP and Ms. Paul disclaims beneficial ownership in these shares except to the extent of its or her respective pecuniary interest therein.

Documents

1 file
  • 4
    form4-04022026_060402.xmlPrimary