IOT 8-K
Samsara Inc. (IOT)
8-K
2025-08-21
For: 2025-08-16
View Original
Added on
April 11, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 16, 2025
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||
(Address of principal executive offices, including zip code) | |||||||||||
(415 ) 985-2400
(Registrant’s telephone number, including area code)
| Not Applicable | ||
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 16, 2025, Samsara Inc. (the “Company”) appointed Gary Steele to its Board of Directors (the “Board”), effective September 1, 2025.
Mr. Steele brings deep software, cybersecurity and go-to-market experience gained through leadership and senior executive roles at various technology companies. Mr. Steele currently serves as Chief Executive Officer of Shield AI Inc., a defense technology company. Prior to Shield AI, he served as Chief Executive Officer of Splunk Inc., a data security and observability company acquired by Cisco in 2024, and Proofpoint, Inc., a cybersecurity company acquired by Thoma Bravo in 2021. Mr. Steele currently serves on the Board of Directors of Upwork Inc. Mr. Steele holds a B.S. in Computer Science from Washington State University.
Mr. Steele will be entitled to receive the following cash and equity compensation under the Company’s outside director compensation policy: (1) an annual cash retainer of $47,500 for service on the Board and (2) an initial award of restricted stock units covering a number of shares, with such award having a grant date fair value equal to $500,000. In addition, if Mr. Steele serves as a member or chair of any of the Company’s committees, he will be entitled to receive additional compensation as set out in the Company’s outside director compensation policy.
In accordance with the Company’s customary practice, the Company has entered into its standard form of indemnification agreement with Mr. Steele, the form of which has been filed as Exhibit 10.1 to the Company’s Registration Statement on Form S-1/A (File No. 333-261204), filed with the SEC on December 6, 2021.
Mr. Steele has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
There are no family relationships, as defined in Item 401 of Regulation S-K promulgated under the Exchange Act, between Mr. Steele and any of the Company’s executive officers or directors or persons nominated or chosen to become a director or executive officer. There are also no arrangements or understandings between Mr. Steele and any other persons pursuant to which Mr. Steele was selected as a director.
A copy of the press release announcing the appointment of Mr. Steele is attached hereto as Exhibit 99.1. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description of Exhibit | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SAMSARA INC. | ||||||||
Date: August 21, 2025 | By: | /s/ Adam Eltoukhy | ||||||
| Adam Eltoukhy | ||||||||
| Executive Vice President, Chief Legal Officer and Corporate Secretary | ||||||||
Exhibit 99.1
Samsara Announces Appointment of Gary Steele to Board of Directors
Accomplished executive brings decades of software, AI innovation, and product leadership experience
SAN FRANCISCO, August 21, 2025 — Samsara Inc. (“Samsara”) (NYSE: IOT), the pioneer of the Connected Operations® Platform, today announced the appointment of Gary Steele to its Board of Directors. Steele joins an accomplished group of board members including Marc Andreessen, Todd Bluedorn, Sue Bostrom, Jonathan Chadwick, Alyssa Henry, Ann Livermore, Sue Wagner, and Samsara co-founders Sanjit Biswas and John Bicket.
Steele brings over 30 years of leadership experience in the technology industry and a proven track record of successfully scaling SaaS operations, driving innovation, and growing multi-billion dollar global enterprises.
Steele serves as Chief Executive Officer of Shield AI, a defense technology company. Prior to joining Shield AI, Steele served as President, Go-to-Market at Cisco, where he oversaw the company’s global Sales, Partner, and Marketing organizations and led the integration of Splunk. As CEO of Splunk, he drove a successful business transformation, achieving double-digit revenue growth, expanding profitability, and accelerating product innovation, including the launch of new AI-powered offerings. Steele was also the founding CEO of Proofpoint, and over two decades, led the company’s growth from an early-stage start-up to a leading, publicly traded security-as-a-service provider to some of the world’s best-known organizations. He currently serves on the Board of Directors at Upwork.
“We’re excited to welcome Gary to our board. He is a leader who has both built technology businesses from the ground up and operated at scale at some of the world’s largest companies,” said Sanjit Biswas, CEO and co-founder at Samsara. “His extensive experience growing and leading multiple companies across cybersecurity, enterprise software, and AI innovation will bring great value to Samsara as we continue to innovate.”
Steele’s appointment comes as Samsara’s consistent innovation is driving multi-product adoption at scale. The company’s expanding product offerings, powered by its AI platform, continue to deliver clear ROI for customers. The addition of Steele to the Board of Directors further underscores Samsara’s commitment to product innovation and operational excellence.
“Samsara is a pioneer in connected operations, leading the digitization of physical operations,” said Gary Steele. “I’m honored to join Samsara’s board at such an important moment. Samsara is transforming the way its customers run their operations - making them safer, more efficient, and more sustainable. I’ve dedicated my career to driving innovation and customer success at a global scale and I’m looking forward to working with the Board and the leadership team.”
About Samsara
Samsara (NYSE: IOT) is the pioneer of the Connected Operations® Platform, which is an open platform that connects the people, devices, and systems of some of the world’s most complex operations, allowing them to develop actionable insights and improve their operations. With tens of thousands of customers across North America and Europe, Samsara is a proud technology partner to the people who keep our global economy running, including the world’s leading organizations across industries in transportation, construction, wholesale and retail trade, field services, logistics, manufacturing, utilities and energy, government, healthcare and education, food and beverage, and others. The company’s mission is to increase the safety, efficiency, and sustainability of the operations that power the global economy.
Samsara is a registered trademark of Samsara Inc. All other brand names, product names, or trademarks belong to their respective holders.
Forward-Looking Statements
This press release contains forward-looking statements that are based on our management’s beliefs and assumptions and on information currently available to management. These statements relate to, but are not limited to, current expectations about our market opportunity, product adoption by our customers, and the expansion of our product offerings, as well as assumptions relating to the foregoing. You should not put undue reliance on any forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved, if at all. These statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements, including those described in our filings and reports that we may file from time to time with the Securities and Exchange Commission. Except as required by law, we do not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise.
Press Contact
Trina Somera