Form 4: Viant CEO Vanderhook Discloses Stock Transactions

Viant Technology Inc. CEO Timothy Vanderhook reported multiple transactions involving Class A and Class B common stock, including sales for tax purposes and unit exchanges.

Summary

• Timothy Vanderhook, CEO and Chairman of Viant Technology Inc., reported the sale of 8,782 shares of Class A Common Stock on September 15, 2025, at a price of $9.7274 per share.
• This sale was initiated by the Issuer on Vanderhook's behalf to cover estimated taxes associated with the vesting and settlement of restricted stock units.
• On September 16, 2025, Vanderhook exchanged 313,926 Class B Units of Viant Technology LLC for an equal number of Class A Common Stock shares of the Issuer.
• Concurrently, 313,926 shares of Class B Common Stock were cancelled for no consideration in connection with the redemption of Class B Units.
• On September 17, 2025, Vanderhook indirectly sold 313,926 shares of Class A Common Stock to the Issuer at a price of $9.5564 per share.
• This indirect sale was part of a larger transaction where the Issuer purchased an aggregate of 941,777 shares of Class A Common Stock from Capital V LLC for approximately $9,000,000, with Vanderhook's portion for tax planning.
• A previous Form 4 filed on December 20, 2024, was corrected to reflect a gift of 31,566 shares of Class A common stock, instead of the inadvertently reported 31,556 shares.
• Changes in Class B Common Stock and Class B Units held by various Grantor Retained Annuity Trusts (GRATs) reflect annuity payments to Vanderhook's direct holdings.
• Vanderhook holds a one-third interest in Capital V LLC, implying an indirect pecuniary interest in one-third of its total holdings.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including sales for tax purposes and unit exchanges, which are common for executives. The correction of a minor error in a previous filing is also a neutral event, not indicating significant positive or negative news.

Positives

• The transactions include sales for tax purposes and tax planning, indicating proactive financial management by the CEO.
• The exchange of Class B Units for Class A Common Stock simplifies the equity structure for the reporting person.

Negatives

• Significant sales of Class A common stock by the CEO, even if for tax purposes, could be perceived negatively by some investors as a reduction in insider ownership.

Related Party Transactions

• The Issuer purchased 941,777 shares of Class A Common Stock from Capital V LLC for approximately $9,000,000. Timothy Vanderhook holds a one-third interest in Capital V LLC and indirectly sold 313,926 shares as part of this transaction.
• Holdings and annuity payments involve various Grantor Retained Annuity Trusts (GRATs) for which Timothy Vanderhook is the grantor, indicating transactions between the reporting person and these trusts.

Stakeholder Impact

• Shareholders: The sale of shares by the CEO, even for tax purposes, could be interpreted differently by investors. The Issuer's purchase of shares from a related entity could slightly reduce the public float.
• Company: The company's cash position is impacted by the $9,000,000 purchase of Class A Common Stock from Capital V LLC.

Key Dates

Recommendation

The filing details routine insider transactions, primarily for tax planning and RSU vesting, which are common for executives and often pre-scheduled under Rule 10b5-1 plans. These transactions do not provide new fundamental information that would significantly alter the investment thesis for Viant Technology Inc. Therefore, a 'hold' recommendation is appropriate as these activities do not signal a material positive or negative shift in the company's prospects.

Keywords

Viant Technology, DSP, Timothy Vanderhook, Form 4, Insider Trading, Stock Sale, Class A Common Stock, Class B Common Stock, Restricted Stock Units, Tax Planning, Capital V LLC, GRAT