Form 4: ServiceTitan CEO Sells Shares via 10b5-1 Plan

ServiceTitan CEO Ara Mahdessian executed pre-planned sales of Class A Common Stock totaling 85,332 shares in August 2025, following conversions from Class B shares.

Summary

• Ara Mahdessian, ServiceTitan's CEO and a Director, reported transactions involving the company's Class A and Class B Common Stock.
• On August 20, 2025, 40,147 shares of Class B Common Stock were converted into Class A Common Stock at a price of $0.
• Following this conversion, 40,147 shares of Class A Common Stock were sold in multiple transactions at weighted average prices ranging from $101.94 to $104.68.
• On August 21, 2025, an additional 45,185 shares of Class B Common Stock were converted into Class A Common Stock at a price of $0.
• Subsequently, 45,185 shares of Class A Common Stock were sold in multiple transactions at weighted average prices ranging from $101.68 to $104.46.
• All sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on April 15, 2025.
• The shares were held indirectly by the AMKE Trust dated February 1, 2019, before conversion and sale.
• After these transactions, the AMKE Trust indirectly holds 4,768,349 shares of Class B Common Stock.
• The CEO also directly holds 3,289,741 shares of Class B Common Stock and indirectly holds additional Class B shares through other GRATs.

Sentiment

Score: 6

Explanation: The transactions are pre-planned sales under a Rule 10b5-1 plan, which mitigates the negative signal typically associated with insider selling. However, the volume of sales is notable, leading to a neutral to slightly positive sentiment.

Positives

• The sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating the transactions were scheduled and not based on new, non-public information.
• The sales occurred at relatively high price points, with weighted average prices ranging from $102.71 to $103.71.

Negatives

• Insider selling, even if pre-planned, can sometimes be perceived negatively by the market, potentially signaling a lack of confidence or a desire for diversification.
• A significant number of shares (85,332 Class A shares) were sold by a key executive over two days.

Risks

• No specific risks beyond the inherent risk of insider selling are mentioned in this Form 4 filing.

Future Outlook

This Form 4 filing does not provide any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This filing is a routine insider transaction report and does not provide information related to broader industry trends or competitive landscape.

Related Party Transactions

• The reported transactions were conducted by the AMKE Trust dated February 1, 2019, which indirectly holds shares on behalf of the reporting person, Ara Mahdessian.

Stakeholder Impact

• Shareholders may view the insider selling with slight caution, though the pre-planned nature under a 10b5-1 plan reduces the likelihood of it being interpreted as a negative signal about the company's future prospects.

Key Dates

Recommendation

The sales by the CEO are part of a pre-arranged Rule 10b5-1 trading plan, which suggests the transactions are not based on new, adverse information. While insider selling can sometimes be a negative signal, the pre-planned nature makes it a neutral event for investment decisions. No new fundamental information about the company's performance or outlook is provided in this filing to warrant a change in investment thesis.

Keywords

ServiceTitan, TTAN, SEC Form 4, Insider Trading, Stock Sale, CEO, Ara Mahdessian, 10b5-1 Plan, Class A Common Stock, Class B Common Stock, Beneficial Ownership