SCHEDULE: Data Collective IV Reduces Evolv Technologies Stake to 4.7%
Beneficial Ownership Update
Data Collective IV, L.P. and its affiliates have reduced their beneficial ownership in Evolv Technologies Holdings, Inc. to 4.7% through a series of open market sales.
Summary
- Data Collective IV, L.P. (DC IV), Data Collective IV GP, LLC, Matthew Ocko, and Zachary Bogue collectively ceased to be beneficial owners of more than five percent of Evolv Technologies Holdings, Inc.'s Class A Common Stock as of August 14, 2025.
- The reporting persons now beneficially own 8,096,335 shares, representing 4.7% of the Class A Common Stock outstanding.
- This percentage is calculated based on 171,891,467 shares of Class A Common Stock outstanding, as reported in Evolv Technologies Holdings, Inc.'s Form 10-Q filed on August 14, 2025.
- DC IV engaged in multiple open market sales of Common Stock during August and September 2023, and August 2025, totaling approximately $18.49 million in aggregate proceeds.
- The purpose of the transactions was for general investment purposes, with the reporting persons reserving the right to acquire or dispose of additional shares based on market conditions and other factors.
Sentiment
Score: 4
Explanation: The reduction of a significant institutional stake, particularly by an early investor, generally signals a cautious or negative outlook from the investor's perspective, which can weigh on market sentiment for the company's stock.
Negatives
- A significant early investor reducing their stake below the 5% threshold can be perceived by the market as a negative signal regarding the company's long-term growth prospects or valuation.
Future Outlook
The reporting persons intend to review their investment in Evolv Technologies Holdings, Inc. on a continuing basis and may, depending on market, economic, and other conditions, acquire additional shares, dispose of existing securities, or engage in discussions with the Issuer regarding further investments.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Existing Agreement Acknowledged | The Amended and Restated Registration Rights Agreement, dated July 16, 2021, remains in effect, providing registration rights and subject to certain lock-up provisions for the Old Evolv Holders, including DC IV. | 2021-07-16 | Ensures certain shareholders, including DC IV, have rights to register their shares for resale, subject to agreed-upon restrictions. |
Stakeholder Impact
- Shareholders may interpret the reduction in stake by a major institutional investor as a signal of reduced confidence in the company's future prospects, potentially leading to negative pressure on the stock price.
Next Steps
- Reporting persons may, from time to time, acquire additional shares or dispose of any such securities of the Issuer.
Key Dates
| Date | Description |
|---|---|
| 2016-11-14 | DC IV purchased 14,326,647 shares of Old Evolv Series A-1 preferred stock for approximately $0.28 per share. |
| 2018-07-10 | DC IV purchased 7,118,451 shares of Old Evolv Series B preferred stock for approximately $0.35 per share. |
| 2019-06-03 | DC IV purchased 1,809,373 shares of Old Evolv Series B-1 preferred stock for approximately $0.31 per share. |
| 2019-09-13 | DC IV purchased 587,270 shares of Old Evolv Series B-1 preferred stock for approximately $0.31 per share. |
| 2019-10-16 | DC IV purchased 2,920,238 shares of Old Evolv Series B-1 preferred stock for approximately $0.37 per share. |
| 2021-01-01 | Old Evolv issued a convertible promissory note to DC IV in the principal amount of $3,000,000.00. |
| 2021-03-05 | Date of the original Agreement and Plan of Merger for the Business Combination. |
| 2021-06-05 | Date of the First Amendment to the Agreement and Plan of Merger. |
| 2021-07-16 | Closing Date of the Business Combination, where Old Evolv preferred stock and convertible notes converted into Issuer's Common Stock. Also, the date of the Amended and Restated Registration Rights Agreement. |
| 2023-08-16 | DC IV sold 19,423 shares of Common Stock at a weighted average price of approximately $7.57 per share. |
| 2023-08-21 | DC IV sold 73,737 shares of Common Stock at a weighted average price of approximately $6.58 per share. |
| 2023-08-22 | DC IV sold 152,303 shares of Common Stock at a weighted average price of approximately $6.54 per share. |
| 2023-08-23 | DC IV sold 130,948 shares of Common Stock at a weighted average price of approximately $6.50 per share. |
| 2023-08-24 | DC IV sold 70,253 shares of Common Stock at a weighted average price of approximately $6.56 per share. |
| 2023-08-29 | DC IV sold 143,143 shares of Common Stock at a weighted average price of approximately $6.56 per share. |
| 2023-08-30 | DC IV sold 10,193 shares of Common Stock at a weighted average price of approximately $6.50 per share. |
| 2023-08-31 | DC IV sold 200,000 shares of Common Stock at a weighted average price of approximately $6.77 per share. |
| 2023-09-01 | DC IV sold 120,000 shares of Common Stock at a weighted average price of approximately $6.96 per share. |
| 2025-08-11 | DC IV sold 130,523 shares of Common Stock at a weighted average price of approximately $7.31 per share. |
| 2025-08-12 | DC IV sold 171,198 shares of Common Stock at a weighted average price of approximately $7.42 per share. |
| 2025-08-13 | DC IV sold 379,560 shares of Common Stock at a weighted average price of approximately $7.41 per share. |
| 2025-08-14 | Date of event requiring filing; Reporting Persons ceased to be beneficial owners of more than five percent of the Issuer's securities. |
| 2025-08-15 | DC IV sold 98,242 shares of Common Stock at a weighted average price of approximately $8.18 per share. |
| 2025-08-18 | DC IV sold 805,423 shares of Common Stock at a weighted average price of approximately $8.09 per share. |
| 2025-08-21 | Filing date of this Schedule 13D Amendment No. 2. |
Recommendation
holdThe reduction of a significant institutional investor's stake, especially by an early backer, often signals a re-evaluation of the investment thesis or a move to realize gains. While not an outright 'sell' signal without further fundamental analysis, it introduces a yellow flag for investors, suggesting caution and a 'hold' stance to monitor market reaction and company performance.
Keywords
Evolv Technologies, Data Collective IV, Schedule 13D, beneficial ownership, stock sales, venture capital, institutional investor
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