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FORM10-Q OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ______ to _____Commission File Number:001-39965ON24, INC.(Exact name of registrant as specified in its charter) Large accelerated filer¨Accelerated filerNon-accelerated filer¨Smaller reporting companyEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of theExchange Act.☐Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ As of May1, 2025, the registrant had42,475,166shares of common stock outstanding. FINANCIAL INFORMATIONFinancial Statements (Unaudited) management’s beliefs and assumptions and on information currently available to our management. The forward-lookingstatements are contained principally in, but not limited to, the sections titled “Risk Factors,” and “Management’sDiscussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements include allstatements that are not historical facts and can be identified by terms such as “anticipates,” “believes,” “could,” “seeks,”“estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts”, “projects,” “should,” “will,” “would” or similarexpressions and the negatives of those terms. Forward-looking statements include, but are not limited to, statements •our ability to attract new customers and expand sales to existing customers. •competition and technological development in our markets and any decline in demand for our solutions orgenerally in our markets; •adverse general economic, political and market conditions and spending on sales and marketing technology; •our ability to expand our sales and marketing capabilities and achieve growth; •the impact of any cybersecurity-related attack, significant data breach or disruption of the information technologysystems or networks on which we rely; connectors and data centers; •the impact of the resumption of in-person marketing activities on our customer growth rate;•our sales cycle, our international presence and our timing of revenue recognition from our sales; •interoperability with other devices, systems and applications; •intellectual property matters, including any infringements of third-party intellectual property rights by us orinfringement of our intellectual property rights by third parties; and•the market for, trading price of and other matters associated with our common stock.Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause ouractual results, performance or achievements to be materially different from any future results, performance orachievements expressed or implied by the forward-looking statements. We discuss these risks in greater detail in the section entitled “Risk Factors” and elsewhere in this Report. Given these uncertainties, you should not place unduereliance on these forward-looking statements. Also, forward-looking statements represent our management’s beliefs andassumptions only as of the date of this Report. You should read this Report completely and with the understanding that our actual future results may be materially different from what we expect.Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if newinformation becomes available in the future. Note 1.Description of Business and Significant Accounting Policies Description of BusinessON24, Inc. and its subsidiaries (together, ON24 or the Company) provides a leading, cloud-based intelligentengagement platform that combines best-in-class experiences with personalization and content, to enable sales andmarketing organizations to capture and act on connected insights at scale. The Company’s platform offers a portfolio ofinteractive and hyper-personalized digital experience products that creates and captures actionable, real-time data at he accompanying condensed consolidated financial statements include the accounts of ON24, Inc. and its wholly owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the UnitedStates of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (SEC)for interim financial reporting. Certain information and note disclosures included in the Company’s annual financialstatements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations.Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidatedfinancial statements and notes inclu