Form SC 13G - Statement of Beneficial Ownership by Certain Investors

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

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OneStream, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

68278B107

(CUSIP Number)

September 30, 2024

(Date of Event Which Requires Filing of this Statement)

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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐	Rule 13d-1(b)

☐	Rule 13d-1(c)

☒	Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Dream Holdings LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			52,687,425
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			52,687,425
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	52,687,425
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	65.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

2

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Dream Aggregator L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			52,687,425
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			52,687,425
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	52,687,425
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	65.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

3

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Dream Aggregator GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			52,687,425
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			52,687,425
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	52,687,425
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	65.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

4

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Americas Fund XII (Dream) L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			52,687,425
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			52,687,425
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	52,687,425
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	65.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

5

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Americas XII (Dream) Blocker Parent L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			30,175,083
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			30,175,083
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	30,175,083
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	51.6%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

6

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Americas XII EEA (Dream) Blocker Parent L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			3,752,240
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			3,752,240
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,752,240
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	11.7%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

7

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Americas XII (Dream II) Blocker Parent L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			99,864
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			99,864
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	99,864
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	0.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

8

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates Americas XII AIV L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			86,714,612
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			86,714,612
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	86,714,612
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	75.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

9

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Americas XII AIV GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			86,714,612
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			86,714,612
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	86,714,612
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	75.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

10

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Wolverine I Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			2,527,740
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			2,527,740
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	2,527,740
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.2%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

11

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Financial Management LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			2,527,740
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			2,527,740
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	2,527,740
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.2%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

12

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	Kohlberg Kravis Roberts & Co. L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			2,527,740
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			2,527,740
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	2,527,740
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.2%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

13

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR & Co. GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			2,527,740
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			2,527,740
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	2,527,740
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.2%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

14

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Holdco LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			2,527,740
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			2,527,740
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	2,527,740
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.2%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

15

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR TFO Partners L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,795,818
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,795,818
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,795,818
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

16

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates TFO L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,795,818
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,795,818
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,795,818
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

17

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR TFO GP Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,795,818
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,795,818
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,795,818
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

18

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Custom Equity Opportunities Fund L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			871,604
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			871,604
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	871,604
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	3.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

19

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates Custom Equity Opportunities L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			871,604
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			871,604
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	871,604
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	3.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

20

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Custom Equity Opportunities Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			871,604
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			871,604
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	871,604
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	3.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

21

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR-Milton Strategic Partners L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			6,101,222
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,101,222
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,101,222
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	17.8%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

22

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates Milton Strategic L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			6,101,222
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,101,222
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,101,222
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	17.8%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

23

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	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Milton Strategic Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			6,101,222
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			6,101,222
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	6,101,222
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	17.8%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

24

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR NGT (Dream) Blocker Parent L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			8,198,040
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			8,198,040
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	8,198,040
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	22.5%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

25

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR NGT (Dream) Blocker Parent (EEA) L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,228,626
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,228,626
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,228,626
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.2%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

26

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates NGT L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			9,426,666
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			9,426,666
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	9,426,666
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	25.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

27

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Next Gen Tech Growth Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			9,426,666
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			9,426,666
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	9,426,666
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	25.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

28

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	K-PRIME AG Financing LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,307,452
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,307,452
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,307,452
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

29

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	K-PRIME Hedge-Finance GP Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,307,452
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,307,452
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,307,452
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

30

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	K-PRIME Aggregator L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,307,452
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,307,452
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,307,452
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

31

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	K-PRIME GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,307,452
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,307,452
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,307,452
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

32

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates Group L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,307,452
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,307,452
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,307,452
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

33

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Associates Group GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			1,307,452
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			1,307,452
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,307,452
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	4.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

34

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Group Partnership L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			108,745,114
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			108,745,114
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

35

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Group Holdings Corp.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			108,745,114
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			108,745,114
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

36

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Group Co. Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			108,745,114
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			108,745,114
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

37

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR & Co. Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			108,745,114
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			108,745,114
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

38

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	KKR Management LLP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			108,745,114
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			108,745,114
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

39

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	Henry R. Kravis
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			108,745,114
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			108,745,114
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

40

---

	13G
CUSIP No. 68278B107

1	NAMES OF REPORTING PERSONS
	George R. Roberts
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			108,745,114
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			108,745,114
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	108,745,114
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	79.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

41

---

	13G
CUSIP No. 68278B107

STATEMENT ON SCHEDULE 13G

Pursuant to Rule 13d-1(d) under the Securities Exchange Act of 1934, as amended (the "Act"), each of the persons listed below under Item 2 (each, a "Reporting Person" and, collectively, the "Reporting Persons"), have agreed to file one statement with respect to their beneficial ownership of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of OneStream, Inc. (the "Issuer").

Item 1.

(a)

Name of Issuer:

OneStream, Inc.

(b)

Address of Issuer’s Principal Executive Offices:

191 N. Chester Street, Birmingham, Michigan 48009

Item 2.

(a)

Name of Persons Filing:

(i)

KKR Dream Holdings LLC

 

(ii)

KKR Dream Aggregator L.P.

 

(iii)

KKR Dream Aggregator GP LLC

 

(iv)

KKR Americas Fund XII (Dream) L.P.

 

(v)

KKR Americas XII (Dream) Blocker Parent L.P.

 

(vi)

KKR Americas XII EEA (Dream) Blocker Parent L.P.

 

(vii)

KKR Americas XII (Dream II) Blocker Parent L.P.

 

(viii)

KKR Associates Americas XII AIV L.P.

 

(ix)

KKR Americas XII AIV GP LLC

 

(x)

KKR Wolverine I Ltd.

 

(xi)

KKR Financial Management LLC

 

(xii)

Kohlberg Kravis Roberts & Co. L.P.

 

(xiii)

KKR & Co. GP LLC

 

(xiv)

KKR Holdco LLC

 

(xv)

KKR TFO Partners L.P.

 

(xvi)

KKR Associates TFO L.P.

 

(xvii)

KKR TFO GP Limited

 

(xviii)

KKR Custom Equity Opportunities Fund L.P.

 

(xix)

KKR Associates Custom Equity Opportunities L.P.

 

42

---

	13G
CUSIP No. 68278B107

(xx)

KKR Custom Equity Opportunities Limited

 

(xxi)

KKR-Milton Strategic Partners L.P.

 

(xxii)

KKR Associates Milton Strategic L.P.

 

(xxiii)

KKR Milton Strategic Limited

 

(xxiv)

KKR NGT (Dream) Blocker Parent L.P.

 

(xxv)

KKR NGT (Dream) Blocker Parent (EEA) L.P.

 

(xxvi)

KKR Associates NGT L.P.

 

(xxvii)

KKR Next Gen Tech Growth Limited

 

(xxviii)

K-PRIME AG Financing LP

 

(xxix)

K-PRIME Hedge-Finance GP Limited

 

(xxx)

K-PRIME Aggregator L.P.

 

(xxxi)

K-PRIME GP LLC

 

(xxxii)

KKR Associates Group L.P.

 

(xxxiii)

KKR Associates Group GP LLC

 

(xxxiv)

KKR Group Partnership L.P.

 

(xxxv)

KKR Group Holdings Corp.

 

(xxxvi)

KKR Group Co. Inc.

 

(xxxvii)

KKR & Co. Inc.

 

(xxxviii)

KKR Management LLP

 

(xxxix)

Henry R. Kravis

 

(xl)

George R. Roberts

(b)

Address of Principal Business Office, or, if none, Residence:

The principal business office for all persons filing (other than Mr. Kravis  and Mr. Roberts) is:

30 Hudson Yards

New York, NY 10001

The principal business office for Mr. Kravis is:

 

c/o Kohlberg Kravis Roberts & Co. L.P.

30 Hudson Yards

New York, New York 10001

The principal business office for George R. Roberts is:

43

---

	13G
CUSIP No. 68278B107

c/o Kohlberg Kravis Roberts & Co. L.P.

2800 Sand Hill Road, Suite 200

Menlo Park, CA 94025

(c)

Citizenship:

See Item 4 of each cover page.

(d)

Title of Class of Securities:

Class A Common Stock, par value $0.0001 per share

(e)

CUSIP Number:

68278B107

Item 3.

Not applicable.

Item 4.

Ownership.

(a)

Amount beneficially owned:

As of September 30, 2024, the Reporting Persons may be deemed to beneficially own an aggregate of 108,745,114 shares of Class A Common Stock of the Issuer representing 79.4% of the outstanding shares of Class A Common Stock, of which:

(i)

KKR Dream Holdings LLC directly held 52,687,425 common units representing limited liability company units of OneStream Software LLC ("Common Units") and an equal number of shares of Class C Common Stock of the Issuer,

 

(ii)

KKR Americas XII (Dream) Blocker Parent L.P. directly held 30,175,083 shares of Class D Common Stock, par value $0.0001 per share (the "Class D Common Stock"),

 

(iii)

KKR Americas XII EEA (Dream) Blocker Parent L.P. directly held 3,752,240 shares of Class D Common Stock,

 

(iv)

KKR Americas XII (Dream II) Blocker Parent L.P. directly held 99,864 shares of Class D Common Stock,

 

(v)

KKR Wolverine I Ltd. directly held 2,527,740 shares of Class D Common Stock,

 

(vi)

KKR TFO Partners L.P. directly held 1,795,818 shares of Class D Common Stock,

 

(vii)

KKR Custom Equity Opportunities Fund L.P. directly held 871,604 shares of Class D Common Stock,

 

(viii)

KKR-Milton Strategic Partners L.P. directly held 6,101,222 shares of Class D Common Stock,

 

(ix)

KKR NGT (Dream) Blocker Parent L.P. directly held 8,198,040 shares of Class D Common Stock,

 

(x)

KKR NGT (Dream) Blocker Parent (EEA) L.P. directly held 1,228,626 shares of Class D Common Stock, and

 

44

---

	13G
CUSIP No. 68278B107

(xi)

K-PRIME AG Financing LP directly held 1,307,452 shares of Class D Common Stock.

 

Common Units may be redeemed by the holder for shares of Class D Common Stock on a one-for-one basis, and a corresponding number of shares of Class C Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date. The Class D Common Stock is in turn convertible at any time, at the holder's election, into Class A Common Stock on a one-for-one basis.

Each outstanding share of Class D Common Stock will automatically convert into one share of the Issuer's Class A Common Stock on the first trading day following the seventh anniversary of the Issuer's initial public offering.

The beneficial ownership percentages set forth herein are calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended. The outstanding Class A Common Stock is based on (i) 28,265,084 shares of Class A Common Stock outstanding as of September 30, 2024, as reported in the Quarterly Report on Form 10-Q, filed by the Issuer with the Securities and Exchange Commission on November 7, 2024, plus (ii) for each Reporting Person, an additional number of shares of Class A Common Stock issuable upon the conversion of the Common Units and/or Class D Common Stock beneficially owned by such Reporting Person, as applicable.

Each of:

 

(1)

KKR Dream Aggregator L.P. (as the sole member of KKR Dream Holdings LLC); KKR Dream Aggregator GP LLC (as the general partner of KKR Dream Aggregator L.P.); KKR Americas Fund XII (Dream) L.P. (as the sole member of KKR Dream Aggregator GP LLC); KKR Associates Americas XII AIV L.P. (as the general partner of KKR Americas Fund XII (Dream) L.P.); and KKR Americas XII AIV GP LLC (as the general partner of KKR Associates Americas XII AIV L.P.);

 

(2)

KKR Associates Americas XII AIV L.P. (as the general partner of each of (i) KKR Americas XII (Dream) Blocker Parent L.P., (ii) KKR Americas XII EEA (Dream) Blocker Parent L.P., and (iii) KKR Americas XII (Dream II) Blocker Parent L.P. (collectively, the "KKR Americas XII (Dream) Blocker Parents")); and KKR Americas XII AIV GP LLC (as the general partner of  KKR Associates Americas XII AIV L.P.);

 

(3)

KKR Financial Management LLC (as the portfolio manager of KKR Wolverine I Ltd.); Kohlberg Kravis Roberts & Co. L.P. (as the sole member of KKR Financial Management LLC); KKR & Co. GP LLC (as the general partner of Kohlberg Kravis Roberts & Co. L.P.); and KKR Holdco LLC (as the sole member of KKR & Co. GP LLC);

 

(4)

KKR Associates TFO L.P. (as the general partner of KKR TFO Partners L.P.); and KKR TFO GP Limited (as the general partner of KKR Associates TFO L.P.);

 

(5)

KKR Associates Custom Equity Opportunities L.P. (as the general partner of KKR Custom Equity Opportunities Fund L.P.); and KKR Custom Equity Opportunities Limited (as the general partner of KKR Associates Custom Equity Opportunities L.P.);

 

(6)

KKR Associates Milton Strategic L.P. (as the general partner of KKR-Milton Strategic Partners L.P.); and KKR Milton Strategic Limited (as the general partner of KKR Associates Milton Strategic L.P.);

 

(7)

KKR Associates NGT L.P. (as the general partner of each of (i) KKR NGT (Dream) Blocker Parent L.P. and (ii) KKR NGT (Dream) Blocker Parent (EEA) L.P. (each, a "KKR NGT (Dream) Blocker Parent"); and KKR Next Gen Tech Growth Limited (as the general partner KKR Associates NGT L.P.);

 

45

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	13G
CUSIP No. 68278B107

(8)

K-PRIME Hedge-Finance GP Limited (as the general partner of K-PRIME AG Financing LP); K-PRIME Aggregator L.P. (as the sole shareholder of K-PRIME Hedge-Finance GP Limited); K-PRIME GP LLC (as the general partner of K-PRIME Aggregator L.P.); KKR Associates Group L.P. (as the sole member of K-PRIME GP LLC); and KKR Associates Group GP LLC (as the general partner of KKR Associates Group L.P.); and

 

(9)

KKR Group Partnership L.P. (as the sole member of each of KKR Americas XII AIV GP LLC, KKR Holdco LLC, and KKR Associates Group GP LLC, and the 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. (as the general partner of KKR Group Partnership L.P.); KKR Group Co. Inc. (as the sole shareholder of KKR Group Holdings Corp.); KKR & Co. Inc. (as the sole shareholder of KKR Group Co. Inc.); KKR Management LLP (as the Series I preferred stockholder of KKR & Co. Inc.), and Messrs. Henry R. Kravis and George R. Roberts (as the founding partners of KKR Management LLP) may be deemed to be the beneficial owner of the securities directly held by each of KKR Dream Holdings LLC, the KKR Americas XII (Dream) Blocker Parents, KKR Wolverine I Ltd., KKR TFO Partners L.P., KKR Custom Equity Opportunities Fund L.P., KKR-Milton Strategic Partners L.P., the KKR NGT (Dream) Blocker Parents, and K-PRIME AG Financing LP; however, each disclaims beneficial ownership of such securities.

 

(b)

Percent of class:

See Item 4(a) above and Item 11 of each cover page.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote

See Item 5 of each cover page.

(ii)

Shared power to vote or to direct the vote

See Item 6 of each cover page.

(iii)

Sole power to dispose or to direct the disposition of

See Item 7 of each cover page.

(iv)

Shared power to dispose or to direct the disposition of

See Item 8 of each cover page.

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

See Item 4(a) above. To the best knowledge of the Reporting Persons, no one other than the Reporting Persons and the partners, members, affiliates and shareholders of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, shares of Class A Common Stock.

46

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	13G
CUSIP No. 68278B107

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certifications.

Not applicable.

47

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SIGNATURES

After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: November 13, 2024

	KKR DREAM HOLDINGS LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR DREAM AGGREGATOR L.P.
	By:	KKR Dream Aggregator GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR DREAM AGGREGATOR GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS FUND XII (DREAM) L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS XII (DREAM) BLOCKER PARENT L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

	KKR AMERICAS XII EEA (DREAM) BLOCKER PARENT L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS XII (DREAM II) BLOCKER PARENT L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES AMERICAS XII AIV L.P.
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS XII AIV GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR WOLVERINE I LTD.

	By:	KKR Financial Management LLC, its portfolio manager

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary

---

	KKR FINANCIAL MANAGEMENT LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KOHLBERG KRAVIS ROBERTS & CO. L.P.

	By:	KKR & Co. GP LLC, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR & CO. GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR HOLDCO LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR TFO PARTNERS L.P.

	By:	KKR Associates TFO L.P., its general partner
	By:	KKR TFO GP Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact for Jeffrey Van Horn, Vice President

	KKR ASSOCIATES TFO L.P.
	By:	KKR TFO GP Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact for Jeffrey Van Horn, Vice President
	KKR TFO GP LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact for Jeffrey Van Horn, Vice President

---

	KKR CUSTOM EQUITY OPPORTUNITIES FUND L.P.
	By:	KKR Associates Custom Equity Opportunities L.P., its general partner
	By:	KKR Custom Equity Opportunities Limited, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES CUSTOM EQUITY OPPORTUNITIES L.P.
	By:	KKR Custom Equity Opportunities Limited, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR CUSTOM EQUITY OPPORTUNITIES LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR-MILTON STRATEGIC PARTNERS L.P.

	By:	KKR Associates Milton Strategic L.P., its general partner
	By:	KKR Milton Strategic Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES MILTON STRATEGIC L.P.

	By:	KKR Milton Strategic Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR MILTON STRATEGIC LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

KKR NGT (DREAM) BLOCKER PARENT L.P.

	By:	KKR Associates NGT L.P., its general partner
	By:	KKR Next Gen Tech Growth Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR NGT (DREAM) BLOCKER PARENT (EEA) L.P.

	By:	KKR Associates NGT L.P., its general partner
	By:	KKR Next Gen Tech Growth Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES NGT L.P.

	By:	KKR Next Gen Tech Growth Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR NEXT GEN TECH GROWTH LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	K-PRIME AG FINANCING LP

	By:	K-PRIME Hedge-Finance GP Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	K-PRIME HEDGE-FINANCE GP LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

K-PRIME AGGREGATOR L.P.

	By:	K-PRIME GP LLC, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	K-PRIME GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES GROUP L.P.

	By:	KKR Associates Group GP LLC, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR ASSOCIATES GROUP GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR GROUP PARTNERSHIP L.P.

	By:	KKR Group Holdings Corp., its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR GROUP HOLDINGS CORP.
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR GROUP CO. INC.
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR & CO. INC.
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary

---

	KKR MANAGEMENT LLP
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	HENRY R. KRAVIS
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact
	GEORGE R. ROBERTS
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact

---

EXHIBITS

Exhibit Number		Title
1		Joint Filing Agreement, as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
2		Powers of Attorney

---

---

EXHIBIT 1

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Class A Common Stock, par value $0.0001 per share, of OneStream, Inc. and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of November 13, 2024.

 

	KKR DREAM HOLDINGS LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR DREAM AGGREGATOR L.P.
	By:	KKR Dream Aggregator GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR DREAM AGGREGATOR GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS FUND XII (DREAM) L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

	KKR AMERICAS XII (DREAM) BLOCKER PARENT L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

	KKR AMERICAS XII EEA (DREAM) BLOCKER PARENT L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS XII (DREAM II) BLOCKER PARENT L.P.
	By:	KKR Associates Americas XII AIV L.P., its general partner
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES AMERICAS XII AIV L.P.
	By:	KKR Americas XII AIV GP LLC, its general partner
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR AMERICAS XII AIV GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

	KKR WOLVERINE I LTD.
	By:	KKR Financial Management LLC, its portfolio manager

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR FINANCIAL MANAGEMENT LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KOHLBERG KRAVIS ROBERTS & CO. L.P.

	By:	KKR & Co. GP LLC, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR & CO. GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR HOLDCO LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR TFO PARTNERS L.P.

	By:	KKR Associates TFO L.P., its general partner
	By:	KKR TFO GP Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact for Jeffrey Van Horn, Vice President
	KKR ASSOCIATES TFO L.P.

	By:	KKR TFO GP Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact for Jeffrey Van Horn, Vice President

---

	KKR TFO GP LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact for Jeffrey Van Horn, Vice President

KKR CUSTOM EQUITY OPPORTUNITIES FUND L.P.

	By:	KKR Associates Custom Equity Opportunities L.P., its general partner

By:

KKR Custom Equity Opportunities Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES CUSTOM EQUITY OPPORTUNITIES L.P.

	By:	KKR Custom Equity Opportunities Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR CUSTOM EQUITY OPPORTUNITIES LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR-MILTON STRATEGIC PARTNERS L.P.

	By:	KKR Associates Milton Strategic L.P., its general partner
	By:	KKR Milton Strategic Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES MILTON STRATEGIC L.P.

	By:	KKR Milton Strategic Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR MILTON STRATEGIC LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

	KKR NGT (DREAM) BLOCKER PARENT L.P.
	By:	KKR Associates NGT L.P., its general partner
	By:	KKR Next Gen Tech Growth Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR NGT (DREAM) BLOCKER PARENT (EEA) L.P.

	By:	KKR Associates NGT L.P., its general partner
	By:	KKR Next Gen Tech Growth Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES NGT L.P.

	By:	KKR Next Gen Tech Growth Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR NEXT GEN TECH GROWTH LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	K-PRIME AG FINANCING LP

	By:	K-PRIME Hedge-Finance GP Limited, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	K-PRIME HEDGE-FINANCE GP LIMITED
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary

---

	K-PRIME AGGREGATOR L.P.
	By:	K-PRIME GP LLC, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	K-PRIME GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	KKR ASSOCIATES GROUP L.P.

	By:	KKR Associates Group GP LLC, its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR ASSOCIATES GROUP GP LLC
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR GROUP PARTNERSHIP L.P.

	By:	KKR Group Holdings Corp., its general partner

	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR GROUP HOLDINGS CORP.
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR GROUP CO. INC.
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary
	KKR & CO. INC.
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Secretary

---

	KKR MANAGEMENT LLP
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Assistant Secretary
	HENRY R. KRAVIS
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact
	GEORGE R. ROBERTS
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Attorney-in-fact

---

---

EXHIBIT 2

 

POWER OF ATTORNEY

Know all men by these presents that Henry R. Kravis does hereby make, constitute and appoint William J. Janetschek, David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

			/s/ Henry R. Kravis
			Name: Henry R. Kravis

Date: May 28, 2014

---

POWER OF ATTORNEY

Know all men by these presents that George R. Roberts does hereby make, constitute and appoint William J. Janetschek, David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

			/s/ George R. Roberts
			Name: George R. Roberts

Date: May 28, 2014

---

POWER OF ATTORNEY

Know all men by these presents that Jeffrey Van Horn does hereby make, constitute and appoint David J. Sorkin, Terence P. Gallagher, and Christopher Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

		/s/ Jeffrey Van Horn
		Name: Jeffrey Van Horn

Date: May 13, 2014

---

---