Large owner Bessemer Venture Partners Viii L.P. sold $24,328,687 worth of shares (225,277 units at $107.99) (SEC Form 4)
$TTAN
Computer Software: Prepackaged Software
Technology
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ServiceTitan, Inc. [ TTAN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/27/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 06/27/2025 | S | 6,684(1) | D | $105.93(2) | 8,359,344 | I | See footnote(3) | ||
| Class A Common Stock | 06/27/2025 | S | 40,963(1) | D | $107.06(4) | 8,318,381 | I | See footnote(3) | ||
| Class A Common Stock | 06/27/2025 | S | 69,828(1) | D | $107.82(5) | 8,248,553 | I | See footnote(3) | ||
| Class A Common Stock | 06/27/2025 | S | 650(1) | D | $108.47(6) | 8,247,903 | I | See footnote(3) | ||
| Class A Common Stock | 06/30/2025 | S | 19,508(7) | D | $107.76(8) | 8,228,395 | I | See footnote(3) | ||
| Class A Common Stock | 06/30/2025 | S | 70,057(7) | D | $108.62(9) | 8,158,338 | I | See footnote(3) | ||
| Class A Common Stock | 06/30/2025 | S | 17,587(7) | D | $109.4(10) | 8,140,751(11) | I | See footnote(3) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. On June 27, 2025, Bessemer Venture Partners VIII L.P. ("BVP VIII"), Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and 15 Angels II LLC ("15 Angels" and together with BVP VIII and BVP VIII Inst, the "Bessemer Funds") sold 52,353 shares, 62,961 shares and 2,811 shares of Class A Common Stock of the Issuer, respectively |
| 2. These shares were sold at a weighted average price of $105.93. These shares were sold in multiple transactions at prices ranging from $105.55 to $106.46. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 3. Certain affiliates of the Bessemer Funds own a material interest in Cloud All Star Fund GP, LLC, the general partner of CASF, which has voting and dispositive power with respect to the shares held by CASF. 15 Angels is a subsidiary of BVP VIII Inst. Deer VIII & Co. L.P. ("Deer VIII L.P.") is the general partner of BVP VIII and BVP Inst VIII. Deer VIII & Co. Ltd. ("Deer VIII Ltd.") is the general partner of Deer VIII L.P. Byron Deeter, David Cowan, Jeremy Levine, Robert P. Goodman, Scott Ring, Sandra Grippo and Robert M. Stavis are the directors of Deer VIII Ltd. and hold voting and dispositive power for the Bessemer Funds. Investment and voting decisions with respect to the securities held by the Bessemer Funds are made by the directors of Deer VIII Ltd. acting as an investment committee. |
| 4. These shares were sold at a weighted average price of $107.06. These shares were sold in multiple transactions at prices ranging from $106.50 to $107.495. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 5. These shares were sold at a weighted average price of $107.82. These shares were sold in multiple transactions at prices ranging from $107.50 to $108.39. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 6. These shares were sold at a weighted average price of $108.47. These shares were sold in multiple transactions at prices ranging from $108.41 to $108.54 The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 7. On June 30, 2025, BVP VIII, BVP VIII Inst and 15 Angels II sold 47,490 shares, 57,112 shares and 2,550 shares of Class A Common Stock of the Issuer, respectively. |
| 8. These shares were sold at a weighted average price of $107.76. These shares were sold in multiple transactions at prices ranging from $107.16 to $108.145. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 9. These shares were sold at a weighted average price of $108.62. These shares were sold in multiple transactions at prices ranging from $108.17 to $109.136. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 10. These shares were sold at a weighted average price of $108.62. These shares were sold in multiple transactions at prices ranging from $109.14 to $109.72. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| 11. After the sales, BVP VIII, BVP VIII Inst, 15 Angels and Cloud All Star Fund, L.P. ("CASF"), own 3,606,824 shares, 4,337,726 shares, 193,731 shares and 2,470 shares of Class A Common Stock, respectively. |
| /s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII L.P. | 07/01/2025 | |
| /s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII Institutional L.P. | 07/01/2025 | |
| /s/ Scott Ring, Authorized Person of 15 Angels II LLC | 07/01/2025 | |
| /s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd. | 07/01/2025 | |
| /s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P. | 07/01/2025 | |
| /s/ John Ailanjian, Managing Member & Authorized Signatory of Cloud All Star Fund GP, LLC, the General Partner of Cloud All Start Fund, L.P. | 07/01/2025 | |
| ** 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 4 (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. | ||