Form 4 for TTAN ServiceTitan, Inc.
Accepted 2024-12-17 00:00:00 ET · period of report 2024-12-13 · accession 0000950170-24-137475 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2024-12-17 | 2024-12-13 | TTAN | Mahdessian Ara | CEO, Dir | D - Sale to Iss | — | -6.14M | 0 | -100% | — |
| D | 2024-12-17 | 2024-12-13 | TTAN | Mahdessian Ara | CEO, Dir | D - Sale to Iss | — | -3.34M | 0 | -100% | — |
| DM | 2024-12-17 | 2024-12-13 | TTAN | Mahdessian Ara | CEO, Dir | A - Grant | $0.00 | +4.53M | 170.3K | New | $0 |
| DMI | 2024-12-17 | 2024-12-13 | TTAN | Mahdessian Ara | CEO, Dir | A - Grant | $0.00 | +6.14M | 614.4K | New | $0 |
| DM | 2024-12-17 | 2024-12-13 | TTAN | Mahdessian Ara | CEO, Dir | D - Sale to Iss | $0.00 | -1.19M | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2024-12-13 | D | D | 4,915,215 | — | 0 | I By AM 2024 GRAT | — | — | (F1) Pursuant to a reclassification exempt under Rule 16b-7, each share of the Issuer's Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. (F2) Following the reclassification of the Issuer's Common Stock into Class A Common Stock, all shares of the Reporting Person's Class A Common Stock were exchanged at a 1:1 ratio for shares of Class B Common Stock pursuant to an exchange agreement entered into with the Issuer, as previously approved by the Issuer's board of directors. |
| 2 | Common | Class A Common Stock | 2024-12-13 | D | D | 3,337,937 | — | 0 | D By the AMKE Trust dated February 1, 2019 | — | — | (F1) Pursuant to a reclassification exempt under Rule 16b-7, each share of the Issuer's Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. (F3) Consists of restricted stock units ("RSUs"), which vest in accordance with the terms of the applicable award. Each RSU represents a contingent right to receive one share of Class B Common Stock. (F2) Following the reclassification of the Issuer's Common Stock into Class A Common Stock, all shares of the Reporting Person's Class A Common Stock were exchanged at a 1:1 ratio for shares of Class B Common Stock pursuant to an exchange agreement entered into with the Issuer, as previously approved by the Issuer's board of directors. |
| 3 | Common | Class A Common Stock | 2024-12-13 | D | D | 614,402 | — | 0 | I By KE 2024 GRAT | — | — | (F1) Pursuant to a reclassification exempt under Rule 16b-7, each share of the Issuer's Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. (F2) Following the reclassification of the Issuer's Common Stock into Class A Common Stock, all shares of the Reporting Person's Class A Common Stock were exchanged at a 1:1 ratio for shares of Class B Common Stock pursuant to an exchange agreement entered into with the Issuer, as previously approved by the Issuer's board of directors. |
| 4 | Common | Class A Common Stock | 2024-12-13 | D | D | 614,402 | — | 0 | I | — | — | (F1) Pursuant to a reclassification exempt under Rule 16b-7, each share of the Issuer's Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. (F2) Following the reclassification of the Issuer's Common Stock into Class A Common Stock, all shares of the Reporting Person's Class A Common Stock were exchanged at a 1:1 ratio for shares of Class B Common Stock pursuant to an exchange agreement entered into with the Issuer, as previously approved by the Issuer's board of directors. |
| 5 | Derivative | Class B Common Stock | 2024-12-13 | A | A | 3,337,937 | $0.00 | 3,337,937 | D By the AMKE Trust dated February 1, 2019 | — · — to — | 3,337,937 Class A Common Stock | (F3) Consists of restricted stock units ("RSUs"), which vest in accordance with the terms of the applicable award. Each RSU represents a contingent right to receive one share of Class B Common Stock. (F4) The Class B common stock is convertible into an equal number of shares of Class A common stock at any time, at the holder's election. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers, or upon the occurrence of certain specified events, in each case as set forth in the Issuer's Amended and Restated Certificate of Incorporation. |
| 6 | Derivative | Class B Common Stock | 2024-12-13 | A | A | 4,915,215 | $0.00 | 4,915,215 | I By AM 2024 GRAT | — · — to — | 4,915,215 Class A Common Stock | (F4) The Class B common stock is convertible into an equal number of shares of Class A common stock at any time, at the holder's election. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers, or upon the occurrence of certain specified events, in each case as set forth in the Issuer's Amended and Restated Certificate of Incorporation. |
| 7 | Derivative | Class B Common Stock | 2024-12-13 | A | A | 614,402 | $0.00 | 614,402 | I By KE 2024 GRAT | — · — to — | 614,402 Class A Common Stock | (F4) The Class B common stock is convertible into an equal number of shares of Class A common stock at any time, at the holder's election. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers, or upon the occurrence of certain specified events, in each case as set forth in the Issuer's Amended and Restated Certificate of Incorporation. |
| 8 | Derivative | Class B Common Stock | 2024-12-13 | A | A | 614,402 | $0.00 | 614,402 | I | — · — to — | 614,402 Class A Common Stock | (F4) The Class B common stock is convertible into an equal number of shares of Class A common stock at any time, at the holder's election. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers, or upon the occurrence of certain specified events, in each case as set forth in the Issuer's Amended and Restated Certificate of Incorporation. |
| 9 | Derivative | Stock Option (Right to Buy) | 2024-12-13 | D | D | 1,022,029 | $0.00 | 0 | D | $12.72 · — to 2030-12-08 | 1,022,029 Class A Common Stock | (F6) The shares underlying the option are fully vested and immediately exercisable. |
| 10 | Derivative | Stock Option (Right to Buy) | 2024-12-13 | A | A | 1,022,029 | $0.00 | 1,022,029 | D | $12.72 · — to 2030-12-08 | 1,022,029 Class B Common Stock | (F6) The shares underlying the option are fully vested and immediately exercisable. |
| 11 | Derivative | Stock Option (Right to Buy) | 2024-12-13 | D | D | 170,338 | $0.00 | 0 | D | $12.72 · — to 2030-12-08 | 170,338 Class A Common Stock | (F7) 25% of the shares underlying the option will vest and become exercisable on the first anniversary of the Issuer's initial public offering, and 1/48th of the shares underlying the option will vest and become exercisable on each monthly anniversary of the initial vesting date thereafter. |
| 12 | Derivative | Stock Option (Right to Buy) | 2024-12-13 | A | A | 170,338 | $0.00 | 170,338 | D | $12.72 · — to 2030-12-08 | 170,338 Class B Common Stock | (F7) 25% of the shares underlying the option will vest and become exercisable on the first anniversary of the Issuer's initial public offering, and 1/48th of the shares underlying the option will vest and become exercisable on each monthly anniversary of the initial vesting date thereafter. |