0000905148-21-000152.txt : 20210209 0000905148-21-000152.hdr.sgml : 20210209 20210209204704 ACCESSION NUMBER: 0000905148-21-000152 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210203 FILED AS OF DATE: 20210209 DATE AS OF CHANGE: 20210209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39965 FILM NUMBER: 21608767 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS & CO. LLC CENTRAL INDEX KEY: 0000769993 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39965 FILM NUMBER: 21608768 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS & CO DATE OF NAME CHANGE: 19931102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSSG Holdings LLC CENTRAL INDEX KEY: 0001825522 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39965 FILM NUMBER: 21608769 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPECIAL SITUATIONS INVESTING GROUP II, LLC CENTRAL INDEX KEY: 0001786430 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39965 FILM NUMBER: 21608770 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-902-0224 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ON24 INC. CENTRAL INDEX KEY: 0001110611 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 50 BEALE STREET, 9TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-396-8000 MAIL ADDRESS: STREET 1: 50 BEALE STREET, 9TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: ON24 INC DATE OF NAME CHANGE: 20000329 4 1 form4.xml X0306 4 2021-02-03 0001110611 ON24 INC. ONTF 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 true 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 true 0001825522 GSSG Holdings LLC 200 WEST STREET NEW YORK NY 10282 true 0001786430 SPECIAL SITUATIONS INVESTING GROUP II, LLC 200 WEST STREET NEW YORK NY 10282 true Common Stock 2021-02-03 4 P 0 4027 71.28 A 4027 I See Footnotes Common Stock 2021-02-03 4 P 0 28670 72.06 A 32697 I See Footnotes Common Stock 2021-02-03 4 P 0 1366 73.21 A 34063 I See Footnotes Common Stock 2021-02-03 4 P 0 9737 74.22 A 43800 I See Footnotes Common Stock 2021-02-03 4 P 0 200 75.28 A 44000 I See Footnotes Common Stock 2021-02-03 4 P 0 43600 76.99 A 87600 I See Footnotes Common Stock 2021-02-03 4 P 0 200 79.46 A 87800 I See Footnotes Common Stock 2021-02-03 4 S 0 900 72.13 D 86900 I See Footnotes Common Stock 2021-02-03 4 S 0 1300 76.76 D 85600 I See Footnotes Common Stock 2021-02-05 4 P 0 22 68.15 A 85622 I See Footnotes Common Stock 2021-02-05 4 S 0 22 68.15 D 85600 I See Footnotes Common Stock 2021-02-05 4 C 0 5543918 A 5629518 I See Footnotes Common Stock 2021-02-05 4 S 0 275000 46.5 D 5354518 I See Footnotes Class B Preferred Stock 2021-02-05 4 C 0 3233851 0 D Common Stock 3233851 0 I See footnotes Class B-1 Preferred Stock 2021-02-05 4 C 0 2310067 0 D Common Stock 2310067 0 I See footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSSG Holdings LLC ("GSSG"), and Special Situations Investing Group II, LLC ("SSIG") (together, the "Reporting Persons"). GSSG is a wholly owned subsidiary of GS Group, and SSIG is a wholly owned subsidiary of GSSG. Goldman Sachs is a wholly owned subsidiary of GS Group. Certain of the transactions reported herein were effected by Goldman Sachs acting as agent on behalf of an international affiliate that had entered into riskless principal trades in connection with client trade facilitation in the ordinary course of its business. Without conceding riskless principal trades in connection with client facilitation in the ordinary course of business can result in liability under Section 16(b), the amount of profit recoverable by ON24, Inc. (the "Issuer") from the reported transactions will be remitted to the Issuer. GS Group may be deemed to beneficially own indirectly, the number of shares of Common Stock, par value $0.0001 per share ("Common Stock") of the Issuer reported as held by SSIG and/or Goldman Sachs, respectively. After giving effect to the transaction on February 5, 2021, Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 5,354,518 shares of the common stock (the "Common Stock") of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 5,268,918 shares of Common Stock held by SSIG and (ii) 85,600 shares of Common Stock held by Goldman Sachs. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interests in, such securities for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, or for any other purpose. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $70.58 to $71.52, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased or sold at each separate price within the ranges set forth in footnotes (4) through (10) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $71.61 to $72.58, inclusive. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $72.61 to $73.60, inclusive. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $73.70 to $74.39, inclusive. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $76.31 to $77.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.00 to $72.30, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.42 to $77.30, inclusive. All of the shares of convertible preferred stock automatically converted into shares of the Issuer's Common Stock on a 1-for-1 basis upon the closing of the Issuer's initial public offering. The convertible preferred stock had no expiration date. /s/ Jamison Yardley, Attorney-in-fact 2021-02-09 /s/ Jamison Yardley, Attorney-in-fact 2021-02-09 /s/ Jamison Yardley, Attorney-in-fact 2021-02-09 /s/ Jamison Yardley, Attorney-in-fact 2021-02-09 EX-24.1 2 efc21-148_ex241.htm

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS & CO. LLC (the "Company") does hereby make, constitute and appoint each of Jamison Yardley, Nathan Burby and Crystal Orgill, acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf whether the Company is acting individually or as representative of others, any and all filings required to be made by the Company under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect to securities which may be deemed to be beneficially owned by the Company under the Act, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Company might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof.

THIS POWER OF ATTORNEY shall remain in full force and effect until the earlier of (i)

January 1, 2024 and (ii) such time that it is revoked in writing by the Company; provided that in the event the attorney-in-fact ceases to be an employee of the Company or its affiliates or ceases to perform the function in connection with which he/she was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact upon such cessation but shall continue in full force and effect in relation to any remaining attorneys-in-fact. The Company has the unrestricted right unilaterally to revoke this Power of Attorney.

This Power of Attorney shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to rules of conflicts of law.

IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of January 7, 2021.

GOLDMAN SACHS & CO. LLC

By: /s/ Karen P. Seymour

Name: Karen P. Seymour

Title: Managing Director