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

Viant Technology Inc. CEO Timothy Vanderhook reported the sale of Class A common stock through Capital V LLC, executed under a pre-arranged 10b5-1 trading plan.

Summary

• Timothy Vanderhook, CEO and Chairman of Viant Technology Inc., reported transactions involving Class A and Class B common stock.
• On February 17, 2026, 12,500 Class B Units were exchanged for 12,500 shares of Class A common stock, with the corresponding Class B common stock cancelled.
• Capital V LLC, in which Mr. Vanderhook holds a one-third interest, sold a total of 36,240 Class A common shares across three days, with Mr. Vanderhook's pro rata portion totaling 12,080 shares.
• Sales occurred on February 17, 2026 (4,079 shares at a weighted average price of $9.2645), February 18, 2026 (4,722 shares at a weighted average price of $9.1853), and February 19, 2026 (3,279 shares at a weighted average price of $9.1718).
• All sales were executed under a Rule 10b5-1 plan adopted by Capital V LLC on March 18, 2025, and amended on September 17, 2025.
• Following these transactions, Capital V LLC indirectly holds 420 Class A Common Stock and 9,132,275 Class B Common Stock and Class B Units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event. While it represents insider selling, the execution under a 10b5-1 plan suggests a pre-planned liquidity event rather than a reaction to new negative information.

Positives

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

Negatives

• The CEO, through Capital V LLC, sold a number of Class A common shares, which could be interpreted as a reduction in direct exposure to the company's equity.

Industry Context

StockSavvy.ai notes that insider sales, even when conducted under a 10b5-1 plan, are routinely monitored by investors for insights into management's perspective on future company performance. While a 10b5-1 plan mitigates concerns about opportunistic timing, the volume and frequency of sales can still be a point of interest.

Related Party Transactions

• Timothy Vanderhook, as a one-third interest holder in Capital V LLC, is involved in transactions executed by Capital V LLC, making these related-party dealings.

Stakeholder Impact

• Shareholders may view the insider selling, even under a 10b5-1 plan, as a slight negative signal regarding management's confidence, though the impact is generally limited for planned sales.

Key Dates

Recommendation

The insider sales by CEO Timothy Vanderhook, executed through a 10b5-1 plan, are a pre-scheduled liquidity event and do not inherently signal a change in the company's fundamental outlook. While any insider selling warrants attention, the structured nature of these transactions suggests a neutral impact on investment thesis. Therefore, a 'hold' recommendation is appropriate, pending further operational or financial updates from Viant Technology Inc.

Keywords

Viant Technology, DSP, Timothy Vanderhook, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, CEO, Director, 10% Owner, Capital V LLC