New insider Dinur Arnon claimed ownership of 296,272 shares (SEC Form 3)
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/11/2025 |
3. Issuer Name and Ticker or Trading Symbol
Via Transportation, Inc. [ VIA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock(1) | 5,434(2) | D | |
Common Stock(1) | 156,250 | I | By 83North VII LP(3)(4) |
Common Stock(1) | 44,863 | I | By 83North II Limited Partnership(3)(4) |
Common Stock(1) | 89,725 | I | By 83North FXV III Limited Partnership(3)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Preferred Stock | (5) | (5) | Common Stock(1) | 3,038,251 | (5) | I | By 83North II Limited Partnership(3)(4) |
Series B Preferred Stock | (5) | (5) | Common Stock(1) | 911,435 | (5) | I | By 83North II Limited Partnership(3)(4) |
Series C Preferred Stock | (5) | (5) | Common Stock(1) | 114,975 | (5) | I | By 83North II Limited Partnership(3)(4) |
Series C Preferred Stock | (5) | (5) | Common Stock(1) | 32,647 | (5) | I | By 83North FXV III Limited Partnership(3)(4) |
Series D Preferred Stock | (5) | (5) | Common Stock(1) | 171,536 | (5) | I | By 83North II Limited Partnership(3)(4) |
Series D Preferred Stock | (5) | (5) | Common Stock(1) | 284,980 | (5) | I | By 83North FXV III Limited Partnership(3)(4) |
Series E Preferred Stock | (5) | (5) | Common Stock(1) | 2,477 | (5) | I | By 83North II Limited Partnership(3)(4) |
Series E Preferred Stock | (5) | (5) | Common Stock(1) | 4,956 | (5) | I | By 83North FXV III Limited Partnership(3)(4) |
Series E Preferred Stock | (5) | (5) | Common Stock | 485,756 | (5) | I | By 83North FXV Limited Partnership(3)(4) |
Series F Preferred Stock | (5) | (5) | Common Stock(1) | 80,747 | (5) | I | By 83North II Limited Partnership(3)(4) |
Series F Preferred Stock | (5) | (5) | Common Stock(1) | 161,493 | (5) | I | By 83North FXV III Limited Partnership(3)(4) |
Series G-1 Preferred Stock | (5) | (5) | Common Stock(1) | 659,229 | (5) | I | By 83North VII LP(3)(4) |
Series G-1 Preferred Stock | (5) | (5) | Common Stock(1) | 3,837 | (5) | I | By 83North II Limited Partnership(3)(4) |
Explanation of Responses: |
1. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share of Common Stock will be reclassified into one share of Class A Common Stock. |
2. Includes 5,434 restricted stock units ("RSUs"), which vest over a period of 15 months following the grant date of September 11, 2025, with 80% of the award vesting on the one-year anniversary of the grant date and the remaining portion vesting on the 15-month anniversary of the grant date. Each RSU represents a contingent right to receive one share of Class A Common Stock. |
3. Each of 83North II Manager, Ltd. ("83North II Manager"), the ultimate general partner of 83North II Limited Partnership ("83North II"), and 83North II G.P., L.P., the general partner of 83North II, have combined voting and investment power over the shares held by 83North II. Each of 83North 2019 Manager, Ltd., the ultimate general partner of 83North FXV Limited Partnership ("83North FXV"), and 83North 2019 G.P. L.P., the general partner of 83North FXV, have combined voting and investment power over the shares held by 83North FXV. Each of 83North FXV Manager, Ltd. ("83North FXV Manager"), the ultimate general partner of 83North VII LP ("83North VII") and 83North FXV III Limited Partnership ("83North FXV III"), and 83North FXV III G.P. L.P., the general partner of 83North FXV III and 83North VII, have combined voting and investment power over the shares held by 83North FXV III and 83North VII. (cont'd in Footnote 4) |
4. (cont'd from Footnote 3) The Reporting Person is the Partner of each of the foregoing entities and exercises voting and investment power over the securities held by each of the foregoing entities. The Reporting Person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. |
5. Each share of Series A, B, C, D, E, F and G-1 Preferred Stock will automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ Erin H. Abrams, as attorney-in-fact | 09/11/2025 | |
** 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 5 (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. |