SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Taneja Hemant
(Last) (First) (Middle)
C/O GENERAL CATALYST PARTNERS
20 UNIVERSITY ROAD, 4TH FLOOR
(Street)
CAMBRIDGE MA 02138
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Samsara Inc. [ IOT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/15/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/15/2023 C 11,000,000 A $0.00 11,000,000 I Directly held by General Catalyst Group Supplemental VIII, L.P.(1)(2)(3)
Class A Common Stock 03/16/2023 J(4) 11,000,000 D $0.00 0 I Directly held by General Catalyst Group Supplemental VIII, L.P.(1)(2)(3)
Class A Common Stock 03/16/2023 J(5) 2,242,473 A $0.00 2,242,473 I Directly held by General Catalyst Partners VIII, L.P.(1)(2)(3)
Class A Common Stock 03/20/2023 J(6) 2,242,473 D $0.00 0 I Directly held by General Catalyst Partners VIII, L.P.(1)(2)(3)
Class A Common Stock 03/20/2023 J(7) 339,435 A $0.00 339,435 I Directly held by GCSE VIII, L.P.(1)(2)(3)
Class A Common Stock 03/20/2023 J(8) 339,435 D $0.00 0 I Directly held by GCSE VIII, L.P.(1)(2)(3)
Class A Common Stock 454,461 I Directly held by the Hemant Taneja and Jessica Schantz Taneja Revocable Trust, dated 4/19/12(9)
Class A Common Stock 512,042 I Directly held by the Hemant Taneja and Jessica Schantz Taneja Revocable Trust, dated 4/19/12(10)
Class A Common Stock 40,265 I Directly held by the Taneja Heritage Trust(11)
Class A Common Stock 2,000,000 I Directly held by General Catalyst Group XI - Endurance, L.P.(12)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Class B Common Stock $0.00 03/15/2023 C 11,000,000 (13) (13) Class A Common Stock 11,000,000 $0.00 3,187,815 I Directly held by General Catalyst Group VIII Supplemental, L.P.
Class B Common Stock $0.00 (13) (13) Class A Common Stock 11,187,815 11,187,815 I Directly held by General Catalyst Group VIII, L.P.
Class B Common Stock $0.00 (13) (13) Class A Common Stock 3,943,716 3,943,716 I Directly held by GC Venture VIII, LLC
Class B Common Stock $0.00 (13) (13) Class A Common Stock 8,588,813 8,588,813 I Directly held by GC Venture VIII-B, LLC
Class B Common Stock $0.00 (13) (13) Class A Common Stock 4,520,428 4,520,428 I Directly held by General Catalyst Group X - Endurance, L.P.
Explanation of Responses:
1. General Catalyst Group Management Holdings GP, LLC ("GCGMH LLC") is the general partner of General Catalyst Group Management Holdings, L.P. ("GCGMH"), which is the manager of General Catalyst Group Management, LLC ("GCGM LLC"), which is (a) the manager of GC Venture VIII Manager, LLC ("GCVVIII Manager"), which is the manager of GC Venture VIII, LLC ("GCVVIII"), (b) the manager of GC Venture VIII-B Manager, LLC, which is the manager of GC Venture VIII-B, LLC ("GCVVIIIB"), (c) the manager of General Catalyst GP VIII, LLC ("GCGPVIII"), which is the general partner of General Catalyst Partners VIII, L.P. ("GCPVIII"), which is the general partner of General Catalyst Group VIII, L.P. ("GCGVIII"),
2. (Continued from Footnote 1) GCSE VIII, L.P. ("GCSE") and General Catalyst Group VIII Supplemental, L.P. ("GCGVIIIS") and (d) the manager of General Catalyst GP X - Growth Venture, LLC, which is the general partner of General Catalyst Partners X - Growth Venture, L.P., which is the general partner of General Catalyst Group X - Endurance, L.P. ("GCGXE").
3. (Continued from Footnote 2) The Reporting Person is a managing member of GCGMH LLC and a director of the Issuer. Each party named above disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
4. Effective March 16, 2023, General Catalyst Group VIII Supplemental, L.P., a venture capital partnership, distributed in-kind on a pro-rata basis, without consideration, a total of 11,000,000 shares of Class A Common Stock of the Issuer to its general and limited partners.
5. Represents shares previously reported as held through GCGVIIIS.
6. Effective March 20, 2023, GCPVIII, a venture capital partnership, distributed in-kind on a pro-rata basis, without consideration, a total of 2,242,473 shares of Class A Common Stock of the Issuer to its general and limited partners.
7. Represents shares previously reported as held through GCPVIII.
8. Effective March 20, 2023, GCSE, a venture capital partnership, distributed in-kind on a pro-rata basis, without consideration, a total of 339,435 shares of Class A Common Stock of the Issuer to its general and limited partners.
9. Represents shares previously reported as held through GCPVIII.
10. Represents shares previously reported as held through GCSE.
11. Represents shares previously reported as held through GCSE.
12. GCGMH LLC is the general partner of GCGMH, which is the manager of GCGM LLC, which is the manager of General Catalyst Endurance GP XI, LLC, which is the general partner of General Catalyst Partners XI - Endurance, L.P., which is the general partner of General Catalyst Group XI - Endurance, L.P. ("GCGXIE"). The Reporting Person is a managing member of GCGMH LLC. Each party named above disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
13. The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis.
Remarks:
/s/ Christopher McCain, attorney-in-fact on behalf of Hemant Taneja 03/20/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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