Statement of Changes in Beneficial Ownership (4)
August 04 2021 - 5:01PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Canaan Equity Aggregator LLC |
2. Issuer Name and Ticker or Trading Symbol
ON24 INC.
[
ONTF
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1624 MARKET STREET, SUITE 226, PMB 29471 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/2/2021 |
(Street)
DENVER, CO 80802
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/2/2021 | | J(1) | | 1250000 | D | $0.00 (1) | 4509298 | D (2) | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On August 2, 2021, Canaan Equity Aggregator LLC ("Canaan Equity") distributed, for no consideration, an aggregate of 1,250,000 shares of Common Stock of the Issuer to its sole member, Canaan Extend Fund, L.P. ("Canaan Extend Fund"). On the same date, Canaan Extend Fund distributed, for no consideration, the shares of Common Stock it received in the distribution by Canaan Equity to its limited partners and general partner, Canaan Extend Fund, LLC ("Canaan Extend Fund GP"). On the same date, Canaan Extend Fund GP distributed, for no consideration, the shares of Common Stock it received in the distribution by Canaan Extend Fund to its members. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended. |
(2) | Shares held by Canaan Equity. Canaan Extend Fund is the sole member of Canaan Equity. Canaan Extend Fund GP is the general partner of Canaan Extend Fund. Each of Canaan Extend Fund and Canaan Extend Fund GP disclaims beneficial ownership of the shares held by Canaan Equity except to the extent of their pecuniary interest therein, if any. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Canaan Equity Aggregator LLC 1624 MARKET STREET, SUITE 226, PMB 29471 DENVER, CO 80802 |
| X |
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CANAAN EXTEND FUND, L.P. 1624 MARKET STREET, SUITE 226, PMB 29471 DENVER, CO 80802 |
| X |
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Canaan Extend Fund, LLC 1624 MARKET STREET, SUITE 226, PMB 29471 DENVER, CO 80802 |
| X |
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Signatures
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Canaan Equity Aggregator LLC, By: Canaan Extend Fund, L.P., its sole member, By: Canaan Extend Fund, LLC, its general partner, By: /s/ Robert Keppler, Title: Managing Member | | 8/4/2021 |
**Signature of Reporting Person | Date |
Canaan Extend Fund, L.P., By: Canaan Extend Fund, LLC, its general partner, By: /s/ Robert Keppler, Title: Managing Member | | 8/4/2021 |
**Signature of Reporting Person | Date |
Canaan Extend Fund, LLC, By: /s/ Robert Keppler, Title: Managing Member | | 8/4/2021 |
**Signature of Reporting Person | Date |
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