SEC FORM 3

SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Taneja Hemant

(Last)

(First)

(Middle)

C/O GENERAL CATALYST PARTNERS

20 UNIVERSITY ROAD, 4TH FLOOR

(Street)

CAMBRIDGE

02138

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/14/2021

3. Issuer Name and Ticker or Trading Symbol
Samsara Inc. [ IOT ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock	21,232,344	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾⁽⁴⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock	5,001,080	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾⁽⁵⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock	5,633,880	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾⁽⁶⁾
Series F Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock	13,561,283	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾⁽⁷⁾

Explanation of Responses:

1. The Series C, Series D, Series E and Series F Preferred Stock are each convertible into Class B Common Stock on a 1:1 basis and have no expiration date. Upon the closing of the Issuer's initial public offering, all shares of Series C, Series D, Series E and Series F Preferred Stock will be converted into shares of Class B Common Stock of the Issuer. 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

2. General Catalyst Group Management Holdings GP, LLC ("GCGMH LLC") is the general partner of General Catalyst Group Management Holdings, L.P., which is the manager of General Catalyst Group Management, LLC, which is (a) the manager of GC Venture VIII Manager, LLC, which is the manager of GCVVIII, (b) the manager of GC Venture VIII-B Manager, LLC, which is the manager of GCVVIIIB, (c) the manager of General Catalyst GP VIII, LLC ("GCGPVIII"), which is the general partner of General Catalyst Partners VIII, L.P., which is the general partner of GCGVIII and GCGVIIIS and

3. (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 GCGXE. Kenneth Chenault, Joel Cutler, David Fialkow and Hemant Taneja are managing members of GCGMH LLC, and, as a result, may be deemed to share voting and investment power with respect to the shares held by GCVVIII, GCVVIIIB, GCGVIIIS, GCGVIII and GCGXE. Each party named above disclaims beneficial ownership of such shares.

4. Consists of 10,616,172 shares held of record by General Catalyst Group VIII Supplemental, L.P. and 10,616,172 shares held of record by General Catalyst Group VIII, L.P.

5. Consists of 2,500,540 shares held of record by General Catalyst Group VIII Supplemental, L.P. and 2,500,540 shares held of record by General Catalyst Group VIII, L.P.

6. Consists of 3,943,716 shares held of record by GC Venture VIII, LLC, 845,082 shares held of record by General Catalyst Group VIII Supplemental, L.P. and 845,082 shares held of record by General Catalyst Group VIII, L.P.

7. Consists of 8,588,813 shares held of record by GC Venture VIII-B, LLC, 226,021 shares held of record by General Catalyst Group VIII Supplemental, L.P., 226,021 shares held of record by General Catalyst Group VIII, L.P. and 4,520,428 shares held of record by General Catalyst Group X - Endurance, L.P.

Remarks:

Power of Attorney

	/s/ Christopher McCain, attorney-in-fact on behalf of Hemant Taneja	12/14/2021
	** 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 5 (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.

SEC Form 3 filed by new insider Taneja Hemant