Form 4: Bessemer Venture Partners Divests 500,000 ServiceTitan Class A Common Shares
Summary
- Bessemer Venture Partners VIII L.P., Bessemer Venture Partners VIII Institutional L.P., and 15 Angels II LLC (collectively, the "Bessemer Funds"), along with other related entities, reported the sale of ServiceTitan, Inc. (TTAN) Class A Common Stock.
- On June 10, 2025, a total of 500,000 shares of Class A Common Stock were sold at a price of $102 per share.
- Specifically, Bessemer Venture Partners VIII L.P. sold 221,596 shares, Bessemer Venture Partners VIII Institutional L.P. sold 266,502 shares, and 15 Angels II LLC sold 11,902 shares.
- Following these sales, the Bessemer Funds and Cloud All Star Fund, L.P. collectively beneficially own 8,503,571 shares of Class A Common Stock.
- Individual beneficial holdings after the sale are: Bessemer Venture Partners VIII L.P. with 3,767,626 shares, Bessemer Venture Partners VIII Institutional L.P. with 4,531,109 shares, 15 Angels II LLC with 202,366 shares, and Cloud All Star Fund, L.P. with 2,470 shares.
Sentiment
Score: 3
Explanation: The sale of a substantial number of shares by a significant insider and director typically indicates a negative sentiment or a strategic divestment, which can be viewed unfavorably by the market.
Negatives
- A significant sale of 500,000 shares by a 10% owner and director, Bessemer Venture Partners, could be perceived negatively by the market, potentially signaling a lack of confidence or a strategic portfolio rebalancing.
Risks
- Potential negative investor sentiment due to a significant insider sale by a 10% owner and director.
Future Outlook
NA
Industry Context
This filing is a standard insider transaction report (Form 4) and does not provide direct insights into broader industry trends or competitive landscape, focusing solely on the change in beneficial ownership by a significant investor.
Stakeholder Impact
- Shareholders may interpret the significant insider sale as a negative signal regarding the company's future prospects or valuation, potentially impacting investor confidence and stock price.
Related Party Transactions
- The filing details the relationships between the reporting entities: 15 Angels II LLC is a subsidiary of Bessemer Venture Partners VIII Institutional L.P.
- Deer VIII & Co. L.P. is the general partner of Bessemer Venture Partners VIII L.P. and Bessemer Venture Partners VIII Institutional L.P.
- Deer VIII & Co. Ltd. is the general partner of Deer VIII & Co. L.P.
- Certain affiliates of the Bessemer Funds own a material interest in Cloud All Star Fund GP, LLC, the general partner of Cloud All Star Fund, L.P., which has voting and dispositive power over shares held by Cloud All Star Fund, L.P.
- Byron Deeter, David Cowan, Jeremy Levine, Robert P. Goodman, Scott Ring, Sandra Grippo, and Robert M. Stavis are directors of Deer VIII & Co. Ltd. and hold voting and dispositive power for the Bessemer Funds, making investment and voting decisions as an investment committee.
Key Dates
- 06/10/2025: Date of transaction (sale of Class A Common Stock by Bessemer Funds).
- 06/12/2025: Date of filing and signature for the Form 4.
Keywords
Filings with Classifications
Insider Trading Report
- A 10% owner and director, Bessemer Venture Partners, sold a substantial number of shares (225,277 shares) of ServiceTitan Class A Common Stock.
- Insider selling, especially by a significant holder, is generally perceived as a negative signal by the market, suggesting that the insider may believe the stock is fully valued or that better investment opportunities exist elsewhere.
Insider Transaction Report
- Funds affiliated with a Director and 10% Owner, Byron B. Deeter, divested a substantial number of shares (225,277 shares) of ServiceTitan Class A Common Stock across two transactions. While the sales were by the funds and not directly by the individual, such significant sales by an affiliated entity of a major shareholder can be interpreted as a negative signal by the market.
Insider Trading Report
- The document details significant insider selling by Bessemer Venture Partners, a 10% owner and director of ServiceTitan, Inc. Insider selling is generally perceived as a negative signal by the market, suggesting that a key stakeholder is reducing their exposure to the company's stock.
Insider Transaction Report
- The sale of 137,543 shares by entities affiliated with a director and 10% owner is generally viewed as a negative signal by investors, suggesting a potential lack of confidence or a move to realize gains, which can put downward pressure on the stock price.
Insider Transaction Report
- A significant sale of 500,000 shares by a 10% owner and director, Bessemer Venture Partners, could signal a lack of confidence or a strategic portfolio rebalancing, potentially leading to negative market perception.
Quarterly Report
- The company states, "We may be required to seek additional equity or debt financing."
- It notes that future capital requirements will depend on various factors, including business challenges, product enhancements, infrastructure improvements, and potential acquisitions.
- The company evaluates financing opportunities and acknowledges that obtaining additional financing on acceptable terms may not always be possible.
Quarterly Report
- Revenue growth of 27% significantly outpaced the prior year's comparable period.
- Net loss decreased by $9.7 million, indicating improved financial performance.
- Gross profit increased by 40%, and gross margins improved across the board, reflecting operational efficiencies.
- Net cash used in operating activities decreased, and non-GAAP free cash flow improved, showing better cash management.
- Gross Transaction Volume (GTV) increased by $3.2 billion, and the net dollar retention rate remained strong at over 110%, indicating robust customer adoption and expansion.
Quarterly Financial Results
- Total revenue grew 27% year-over-year to $215.7 million, exceeding the prior year's growth rate.
- Non-GAAP income from operations significantly increased to $16.2 million from $3.3 million in the prior year, indicating substantial improvement in core profitability.
- Non-GAAP operating margin improved to 7.5% from 1.9% year-over-year, reflecting enhanced operational efficiency.
- GAAP loss from operations decreased to $(49.5) million from $(53.4) million, showing a reduction in overall losses.
- Net cash used in operating activities improved to $(14.6) million from $(19.2) million, indicating a reduced cash burn.
Annual Results
- The company's net loss increased from $195.1 million in fiscal year 2024 to $239.1 million in fiscal year 2025.
Earnings Release
- The company's revenue growth exceeded expectations, with a 29% increase in Q4 and a 26% increase for the full year.
- Non-GAAP profitability improved significantly, with a shift from a loss to income from operations for both Q4 and the full year.
- Net dollar retention remained high, indicating strong customer satisfaction and upselling opportunities.
Quarterly Report
- The net loss increased from $39.7 million to $46.5 million year-over-year.
Earnings Release
- The company's non-GAAP income from operations turned positive, indicating improved profitability.
- Net cash generated from operating activities significantly increased, showcasing better cash management.
- Non-GAAP free cash flow improved, reflecting stronger financial health.
S-1/A Filing
- The company's loss from operations increased by approximately 20% to 26% for the three months ended October 31, 2024 compared to the three months ended October 31, 2023.
S-1/A Filing
- ServiceTitan is conducting an initial public offering of its Class A common stock.
- The company intends to use approximately $310.6 million of the net proceeds from this offering to redeem all outstanding shares of its non-convertible preferred stock.
- The remaining net proceeds will be used for general corporate purposes, including working capital, operating expenses, and capital expenditures.
- The company may also use a portion of the net proceeds to acquire or invest in businesses, products, services, or technologies.
S-1/A Filing
- The company is conducting an initial public offering of shares of its Class A common stock.
- The company plans to use approximately $310.6 million of the net proceeds from this offering to redeem all outstanding shares of its non-convertible preferred stock.
- The remaining net proceeds will be used for general corporate purposes, including working capital, operating expenses and capital expenditures.
- The company may also use a portion of the net proceeds to acquire or invest in businesses, products, services or technologies.
S-1/A Filing
- The company has a history of losses and may not be able to achieve or sustain profitability in the future.
S-1 Filing
- The company experienced a net loss of $195.1 million for fiscal year 2024, which is worse than expected for a company of this size.
S-1 Filing
- ServiceTitan has filed an S-1 registration statement for its initial public offering.
- The company intends to use approximately $ million of the net proceeds from this offering to redeem all outstanding shares of its non-convertible preferred stock.
- The remaining net proceeds will be used for general corporate purposes, including working capital, operating expenses and capital expenditures.
- The company may also use a portion of the net proceeds to acquire or invest in businesses, products, services or technologies.
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