Form 4: ServiceTitan President Sells Shares Under 10b5-1 Plan

ServiceTitan President Vahe Kuzoyan executed pre-planned sales of Class A Common Stock totaling over 32,000 shares in mid-December 2025, alongside conversions and estate planning transfers.

Summary

• Vahe Kuzoyan, President, Director, and 10% Owner of ServiceTitan, Inc., reported transactions involving Class A and Class B Common Stock.
• On December 15, 2025, Kuzoyan converted 16,388 shares of Class B Common Stock into Class A Common Stock and subsequently sold a total of 16,388 Class A shares at weighted average prices around $102.82.
• On December 16, 2025, Kuzoyan again converted 16,388 shares of Class B Common Stock into Class A Common Stock and sold a total of 16,388 Class A shares at weighted average prices around $103.99.
• All reported sales were conducted under a Rule 10b5-1 trading plan adopted on April 15, 2025.
• The filing also details various indirect beneficial ownerships of Class B Common Stock through several trusts (GRATs, Irrevocable Nonexempt Trust, K-A Family Trust) and by a spouse, totaling approximately 6.98 million shares.
• Estate planning transfers involved 103,366 shares of Class B Common Stock from the VK 2024 GRAT to the Reporting Person and then 103,365 shares to the VK 2025-2 GRAT. Similar transfers occurred for the Reporting Person's spouse from the RA 2024 GRAT to the RA 2025-2 GRAT.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be viewed negatively, these transactions were pre-planned under a Rule 10b5-1 plan and include estate planning, mitigating any immediate negative implications regarding management's confidence in the company.

Positives

• The sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating planned liquidity or diversification rather than an immediate reaction to company performance.
• The transactions include estate planning transfers, which are a common practice for high-net-worth individuals.

Negatives

• Significant insider selling, even under a 10b5-1 plan, can sometimes be perceived by investors as a lack of confidence in the company's near-term growth prospects, although this is mitigated by the pre-planned nature.

Future Outlook

The filing does not provide specific forward-looking statements or guidance regarding the company's future performance or strategic direction, focusing solely on insider transactions.

Management Comments

• The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted on April 15, 2025.

Industry Context

This Form 4 filing primarily details insider stock transactions and estate planning activities, which are specific to the reporting person and ServiceTitan, Inc. It does not provide broader industry context or trends.

Related Party Transactions

• Transfers of Class B Common Stock occurred between the Reporting Person, their spouse, and various Grantor Retained Annuity Trusts (GRATs) for estate planning purposes. Specifically, 103,366 shares of Class B Common Stock were transferred from the VK 2024 GRAT to the Reporting Person, and 103,365 shares were subsequently transferred to the VK 2025-2 GRAT. Similar transfers involved the RA 2024 GRAT and RA 2025-2 GRAT for the Reporting Person's spouse.

Stakeholder Impact

• Shareholders may interpret the insider selling as a signal, though the pre-planned nature under a 10b5-1 plan suggests it's for personal liquidity or diversification rather than a reaction to company performance.
• The estate planning transfers primarily impact the beneficial ownership structure of the reporting person and their family, with no direct operational impact on the company or its other stakeholders.

Key Dates

Recommendation

This Form 4 filing details pre-planned insider stock sales and estate planning activities. While significant insider selling can sometimes be a negative signal, the execution under a Rule 10b5-1 plan suggests a structured approach to liquidity rather than a reaction to new, adverse information. The filing does not provide sufficient information on the company's operational or financial performance to warrant a change in investment recommendation based solely on these transactions. Therefore, a 'hold' recommendation is appropriate, pending further fundamental analysis of ServiceTitan's business.

Keywords

ServiceTitan, TTAN, Vahe Kuzoyan, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Class A Common Stock, Class B Common Stock, Corporate Governance, Executive Compensation, Estate Planning