SEC FORM 4

SEC FORM 4SEC 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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

K-PRIME AG Financing LP

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
OneStream, Inc. [ OS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			26,227,899	⁽²⁾	⁽²⁾	Class A Common Stock	26,227,899	⁽²⁾	0	I	See Footnotes⁽⁵⁾⁽⁸⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			3,261,412	⁽²⁾	⁽²⁾	Class A Common Stock	3,261,412	⁽²⁾	0	I	See Footnotes⁽⁶⁾⁽⁸⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			86,801	⁽²⁾	⁽²⁾	Class A Common Stock	86,801	⁽²⁾	0	I	See Footnotes⁽⁷⁾⁽⁸⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			2,197,087	⁽²⁾	⁽²⁾	Class A Common Stock	2,197,087	⁽²⁾	0	I	See Footnotes⁽⁹⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			1,560,909	⁽²⁾	⁽²⁾	Class A Common Stock	1,560,909	⁽²⁾	0	I	See Footnotes⁽¹⁰⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			757,590	⁽²⁾	⁽²⁾	Class A Common Stock	757,590	⁽²⁾	0	I	See Footnotes⁽¹¹⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			5,303,124	⁽²⁾	⁽²⁾	Class A Common Stock	5,303,124	⁽²⁾	0	I	See Footnotes⁽¹²⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			7,125,659	⁽²⁾	⁽²⁾	Class A Common Stock	7,125,659	⁽²⁾	0	I	See Footnotes⁽¹³⁾⁽¹⁵⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			1,067,910	⁽²⁾	⁽²⁾	Class A Common Stock	1,067,910	⁽²⁾	0	I	See Footnotes⁽¹⁴⁾⁽¹⁵⁾⁽¹⁷⁾⁽¹⁸⁾
Class D Common Stock	⁽²⁾	04/01/2026		J⁽¹⁾			1,136,425	⁽²⁾	⁽²⁾	Class A Common Stock	1,136,425	⁽²⁾	0	I	See Footnotes⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Common Units	⁽³⁾	04/01/2026		J⁽¹⁾			45,795,416	⁽³⁾	⁽³⁾	Class D Common Stock⁽³⁾	45,795,416	⁽³⁾	0	I	See Footnotes⁽⁴⁾⁽⁸⁾⁽¹⁷⁾⁽¹⁸⁾

1. Name and Address of Reporting Person^*

K-PRIME AG Financing LP

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

K-PRIME Hedge-Finance GP Ltd

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

K-PRIME Aggregator L.P.

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

K-Series PE Holdings L.P.

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

K-Series PE GP LLC

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

KKR Associates Group L.P.

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

KKR Associates Group GP LLC

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated January 6, 2026, by and among OneStream, Inc. ("Issuer"), OneStream Software LLC, a subsidiary of Issuer ("Company LLC"), Onward AcquireCo Inc. ("Parent"), Onward Merger Sub 2, LLC ( "Merger Sub I") and Onward Merger Sub, Inc. ("Merger Sub II"), on April 1, 2026, Merger Sub 1 merged with and into Company LLC (the "First Merger"), with Company LLC surviving the First Merger and becoming a subsidiary of Parent, and Merger Sub II merged with and into Issuer (the "Second Merger" and together with the First Merger, the "Mergers"), with Issuer surviving the Second Merger and becoming a subsidiary of Parent.

2. Pursuant to the Merger Agreement, immediately before the effective time of the Mergers (the "Effective Time"), each share of Class D Common Stock of the Issuer was cancelled and converted into the right to receive $24.00 per share in cash (the "Per Share Price") without interest, less applicable withholding taxes.

3. Common Units represented limited liability company units of Company LLC and an equal number of shares of Class C Common Stock of the Issuer. Common Units were redeemable by the holder at any time on or following the closing of the Issuer's initial public offering for shares of Class D Common Stock of the Issuer on a one-for-one basis, and a corresponding number of shares of Class C Common Stock would be forfeited in connection with the redemption. At the Effective Time, each Common Unit was cancelled and converted into the right to receive an amount in cash, without interest, equal to the Per Share Price. Each corresponding share of Class C Common Stock was cancelled and converted into the right to receive $0.0001 in cash, without interest.

4. Represents securities held by KKR Dream Holdings LLC. KKR Dream Aggregator L.P. is the sole member of KKR Dream Holdings LLC. KKR Dream Aggregator GP LLC is the general partner of KKR Dream Aggregator L.P. KKR Americas Fund XII (Dream) L.P. is the sole member of KKR Dream Aggregator GP LLC.

5. Represents securities held by KKR Americas XII (Dream) Blocker Parent L.P.

6. Represents securities held by KKR Americas XII EEA (Dream) Blocker Parent L.P.

7. Represents securities held by KKR Americas XII (Dream II) Blocker Parent L.P.

8. KKR Associates Americas XII AIV L.P. is the general partner of each of KKR Americas Fund XII (Dream) L.P., KKR Americas XII (Dream) Blocker Parent L.P., KKR Americas XII EEA (Dream) Blocker Parent L.P., and KKR Americas XII (Dream II) Blocker Parent L.P. KKR Americas XII AIV GP LLC is the general partner of KKR Associates Americas XII AIV L.P.

9. Represents securities held by KKR Wolverine I Ltd. KKR Financial Management LLC is the portfolio manager of KKR Wolverine I Ltd. Kohlberg Kravis Roberts & Co. L.P. is the sole member of KKR Financial Management LLC. KKR & Co. GP LLC is the general partner of Kohlberg Kravis Roberts & Co. L.P. KKR Holdco LLC is the sole member of KKR & Co. GP LLC.

10. Represents securities held by KKR TFO Partners L.P. KKR Associates TFO L.P. is the general partner of KKR TFO Partners L.P. KKR TFO GP Limited is the general partner of KKR Associates TFO L.P.

11. Represents securities held by KKR Custom Equity Opportunities Fund L.P. KKR Associates Custom Equity Opportunities L.P. is the general partner of KKR Custom Equity Opportunities Fund L.P. KKR Custom Equity Opportunities Limited is the general partner of KKR Associates Custom Equity Opportunities L.P.

12. Represents securities held by KKR-Milton Strategic Partners L.P. KKR Associates Milton Strategic L.P. is the general partner of KKR-Milton Strategic Partners L.P. KKR Milton Strategic Limited is the general partner of KKR Associates Milton Strategic L.P.

13. Represents securities held by KKR NGT (Dream) Blocker Parent L.P.

14. Represents securities held by KKR NGT (Dream) Blocker Parent (EEA) L.P.

15. KKR Associates NGT L.P. is the general partner of KKR NGT (Dream) Blocker Parent L.P. and KKR NGT (Dream) Blocker Parent (EEA) L.P. KKR Next Gen Tech Growth Limited is the general partner of KKR Associates NGT L.P.

16. Represents securities held by K-PRIME AG Financing LP. K-PRIME Hedge-Finance GP Limited is the general partner of K-PRIME AG Financing LP. K-PRIME Aggregator L.P. is the sole shareholder of K-PRIME Hedge-Finance GP Limited. K-Series PE Holdings L.P. is the general partner of K-PRIME Aggregator L.P. K-Series PE GP LLC is the general partner of K-Series PE Holdings L.P. KKR Associates Group L.P. is the sole member of K-Series PE GP LLC. KKR Associates Group GP LLC is the general partner of KKR Associates Group L.P.

17. KKR Group Partnership L.P. is the sole member of each of KKR Americas XII AIV GP LLC, KKR Holdco LLC, and KKR Associates Group GP LLC and sole shareholder of each of KKR TFO GP Limited, KKR Custom Equity Opportunities Limited, KKR Milton Strategic Limited and KKR Next Gen Tech Growth Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

18. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons were the beneficial owners of any securities reported herein.

Remarks:

Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.

	See Exhibit 99.1	04/07/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

SEC Form 4 filed by K-Prime Ag Financing Lp