Indaba Capital Amends ON24 Stake, Signals Continued Activism

TL;DR

**Activist investor Indaba Capital is still in ON24, expect more pressure for change!**

AI Summary

Indaba Capital Management, L.P. filed an Amendment No. 2 to its Schedule 13D on January 18, 2024, indicating a change in their beneficial ownership of ON24, Inc. common stock. This amendment updates their previous filing from November 8, 2023, and is significant because Indaba Capital is an activist investor, meaning they are likely to push for changes within ON24, Inc. to increase shareholder value. Investors should pay attention as Indaba's actions could influence ON24's strategic direction and stock performance.

Why It Matters

This filing signals that Indaba Capital, an activist investor, continues to hold a significant stake in ON24, Inc., suggesting they may continue to advocate for changes that could impact the company's strategy and stock price.

Risk Assessment

Risk Level: medium — Activist investor involvement can lead to significant company changes, which can be volatile for stock prices, creating both upside potential and downside risk.

Analyst Insight

Investors should monitor future filings from Indaba Capital and ON24, Inc. for any indications of Indaba's specific demands or ON24's responses, as these could significantly impact the company's future performance and stock valuation.

Key Players & Entities

• Indaba Capital Management, L.P. (company) — the filing person and activist investor
• ON24, Inc. (company) — the subject company whose stock is being reported
• Zac Rosenberg (person) — Chief Compliance Officer for Indaba Capital Management, L.P.
• Elizabeth Gonzalez-Sussman, Esq. (person) — legal counsel from Olshan Frome Wolosky LLP for Indaba Capital
• November 8, 2023 (date) — date of the event requiring the initial Schedule 13D filing
• January 18, 2024 (date) — date of the current Amendment No. 2 filing

Forward-Looking Statements

• Indaba Capital will continue to engage with ON24's management or board to advocate for strategic changes. (ON24, Inc.) — high confidence, target: within 6-12 months
• ON24's stock price may experience increased volatility due to ongoing activist investor involvement. (ON24, Inc.) — medium confidence, target: within 3-6 months

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• sc13da210123015_01182024.htm (SC 13D/A) — 94KB
• 0000921895-24-000095.txt ( ) — 96KB

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer Items 5(a) – (b) of the Schedule 13D are hereby amended and restated as follows: (a) – (b) The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference. As of the date hereof, the Reporting Persons beneficially own an aggregate of 4,240,256 shares of Common Stock, which shares of Common Stock may be deemed to be beneficially owned by each of the Investment Manager, IC GP and Mr. Schrier, and which represent approximately 10.2% of the outstanding Common Stock. All percentages set forth herein are based on 41,501,280 shares of Common Stock of the Issuer outstanding as of November 3, 2023, as reported in the Issuer’s Form 10-Q filed with the SEC on November 8, 2023. Pursuant to an Investment Management Agreement, the Fund and its general partner have delegated all voting and investment power over the securities of the Issuer directly held by the Fund to the Investment Manager. As a result, each of the Investment Manager, IC GP, as the general partner of the Investment Manager, and Mr. Schrier, as Managing Member of IC GP, may be deemed to exercise voting and investment power over the securities of the Issuer directly held by the Fund. The Fund specifically disclaims beneficial ownership of the securities of the Issuer directly held by it by virtue of its inability to vote or dispose of such securities as a result of such delegation to the Investment Manager. 5 CUSIP No. 68339B104

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: January 18, 2024 INDABA CAPITAL MANAGEMENT, L.P. By: IC GP, LLC, its general partner By: /s/ Derek C. Schrier Name: Derek C. Schrier Title: Managing Member IC GP, LLC By: /s/ Derek C. Schrier Name: Derek C. Schrier Title: Managing Member /s/ Derek C. Schrier DEREK C. SCHRIER 6

View Full Filing

View this SC 13D/A filing on SEC EDGAR