Form 4: Bessemer Funds Trim ServiceTitan Stake via 10b5-1 Plan

Bessemer Venture Partners and affiliated entities reported sales of ServiceTitan Class A Common Stock totaling 64,727 shares over two days in September 2025, executed under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Bessemer Venture Partners VIII L.P., Bessemer Venture Partners VIII Institutional L.P., and 15 Angels II LLC (collectively, the "Bessemer Funds") reported sales of ServiceTitan, Inc. (TTAN) Class A Common Stock.
• On September 16, 2025, the Bessemer Funds sold a total of 57,688 shares of Class A Common Stock at a weighted average price of $117.18 per share, with prices ranging from $117.00 to $117.45.
• On September 17, 2025, an additional 7,039 shares of Class A Common Stock were sold at a weighted average price of $117.32 per share, with prices ranging from $117.01 to $117.97.
• The total number of shares sold across both dates was 64,727.
• Following these transactions, the Bessemer Funds and their affiliates beneficially own a total of 7,159,295 shares of Class A Common Stock.
• The transactions were made pursuant to a pre-arranged contract, instruction, or written plan for the sale of equity securities, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 5

Explanation: The sentiment is neutral. While a significant shareholder is reducing its stake, the sales were conducted under a pre-arranged 10b5-1 plan, which mitigates the negative signal typically associated with insider selling, suggesting a planned portfolio adjustment rather than a reaction to adverse company-specific news.

Positives

• The sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a scheduled divestment strategy rather than a reaction to immediate negative company news.

Negatives

• A significant institutional investor and 10% owner, with director representation, has reduced its stake in ServiceTitan, which could be perceived as a lack of conviction or a move towards portfolio rebalancing.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• Scott Ring, General Counsel of Deer VIII & Co. Ltd., signed the filing on behalf of Bessemer Venture Partners VIII L.P., Bessemer Venture Partners VIII Institutional L.P., and Deer VIII & Co. L.P.
• Scott Ring also signed as an Authorized Person of 15 Angels II LLC.

Industry Context

This filing represents a routine insider transaction by a venture capital firm that is a significant shareholder in ServiceTitan. Such divestments are common for VC funds as they mature their investments and return capital to limited partners, often executed through pre-planned trading programs.

Related Party Transactions

• Sales of Class A Common Stock by Bessemer Venture Partners and its affiliates, who are 10% owners and have director representation on ServiceTitan's board, constitute related party transactions.

Stakeholder Impact

• Shareholders may interpret the divestment by a major institutional investor as a signal, though the 10b5-1 plan context suggests it's a planned exit rather than a reflection of immediate company performance concerns.
• The transaction does not directly impact employees, customers, suppliers, or creditors.

Key Dates

Recommendation

The sales by Bessemer Venture Partners and its affiliates were conducted under a pre-arranged Rule 10b5-1 trading plan, suggesting a scheduled portfolio adjustment rather than a reaction to adverse company-specific news. While a significant holder is reducing its stake, the planned nature of the transaction mitigates immediate concerns about the company's fundamentals, warranting a 'hold' recommendation for existing investors to monitor future developments.

Keywords

ServiceTitan, TTAN, Bessemer Venture Partners, Insider Trading, Stock Sale, Form 4, Beneficial Ownership, 10b5-1 Plan