Form 4: ServiceTitan CEO Sells Shares via Pre-Planned Trading Plan

ServiceTitan CEO Ara Mahdessian executed pre-planned sales of Class A Common Stock totaling 131,291 shares in December 2025, following conversions from Class B shares.

Summary

• Ara Mahdessian, CEO and Director of ServiceTitan, Inc. (TTAN), reported transactions involving the company's Class A and Class B Common Stock.
• On December 10, 2025, 88,525 shares of Class B Common Stock were converted into Class A Common Stock.
• Immediately following the conversion on December 10, 2025, a total of 88,525 Class A Common Stock shares were sold by the AMKE Trust dated February 1, 2019, at weighted average prices ranging from $106.48 to $109.10.
• On December 11, 2025, 42,666 shares of Class B Common Stock were converted into Class A Common Stock.
• Immediately following the conversion on December 11, 2025, a total of 42,666 Class A Common Stock shares were sold by the AMKE Trust dated February 1, 2019, at weighted average prices ranging from $105.62 to $108.85.
• All sales were executed pursuant to a Rule 10b5-1 trading plan adopted on April 15, 2025.
• Following these transactions, the AMKE Trust dated February 1, 2019, holds 4,427,021 shares of Class B Common Stock.
• Other indirect holdings of Class B Common Stock include 429,035 shares by AM 2024 GRAT, 185,366 shares by AM 2025 GRAT, 429,035 shares by KE 2024 GRAT, and 185,366 shares by KE 2025 GRAT.
• Ara Mahdessian also directly holds 3,286,683 shares of Class B Common Stock.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be viewed negatively, the existence of a Rule 10b5-1 plan mitigates concerns, indicating a pre-planned liquidity event rather than a reaction to adverse company news. The sales represent a small portion of the CEO's overall holdings, especially considering the remaining Class B shares.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a structured approach to liquidity rather than an immediate reaction to new information.

Negatives

• Significant insider selling, even if pre-planned, can sometimes be perceived negatively by the market as it reduces the insider's direct equity stake.

Industry Context

This filing is a routine disclosure of insider transactions and does not provide broader industry context or trends. It reflects an individual executive's pre-planned equity management.

Related Party Transactions

• The sales of Class A Common Stock were conducted by the AMKE Trust dated February 1, 2019, which is an indirect beneficial owner related to the reporting person, Ara Mahdessian.

Stakeholder Impact

• Shareholders: The sale of shares by a key executive, even if pre-planned, could lead to minor concerns about management's conviction, though the 10b5-1 plan mitigates this. The overall impact is likely minimal given the pre-planned nature and the executive's remaining substantial holdings.

Key Dates

Recommendation

The reported transactions are routine insider sales executed under a pre-established Rule 10b5-1 trading plan. This indicates a planned liquidity event for the CEO rather than a signal of new negative information about ServiceTitan. While insider selling can sometimes be a bearish signal, the pre-planned nature significantly reduces its negative implications. The CEO retains substantial indirect and direct holdings of Class B Common Stock, which are convertible to Class A. Therefore, this filing alone does not warrant a change in investment thesis; a 'hold' recommendation remains appropriate, pending further fundamental analysis of the company's performance and market conditions.

Keywords

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