Form 4: Viant COO Vanderhook Sells Shares Via 10b5-1 Plan

Viant Technology Inc.'s COO, Christopher Vanderhook, reported the conversion of Class B Units to Class A Common Stock and subsequent sales of 12,500 Class A shares through a pre-arranged 10b5-1 plan.

Summary

• Christopher Vanderhook, Viant Technology Inc.'s Chief Operating Officer, Director, and 10% owner, reported transactions involving the company's stock.
• On January 20, 2026, 12,500 Class B Units of Viant Technology LLC were converted into 12,500 shares of Viant Technology Inc.'s Class A Common Stock.
• Concurrently with the conversion, 12,500 shares of Class B Common Stock were cancelled for no consideration.
• Following the conversion, Vanderhook, through Capital V LLC (in which he holds a one-third interest), sold a total of 12,500 shares of Class A Common Stock over three days.
• Sales included 5,000 shares on January 20, 2026, at a weighted average price of $11.9403; 4,926 shares on January 21, 2026, at $12.2405; and 2,574 shares on January 22, 2026, at $12.8716.
• These sales were executed pursuant to a Rule 10b5-1 trading plan adopted by Capital V LLC on March 18, 2025, and amended on September 17, 2025.
• After these transactions, Vanderhook's indirect beneficial ownership through Capital V LLC of Class A Common Stock from these specific transactions is 0 shares, while indirect beneficial ownership of Class B Units (exchangeable into Class A Common Stock) is 9,144,775.

Sentiment

Score: 5

Explanation: The sentiment is neutral to slightly negative. While insider selling can be a negative signal, the execution under a pre-arranged 10b5-1 plan mitigates concerns about opportunistic selling based on undisclosed negative information. The conversion of Class B to Class A also adds liquidity.

Positives

• The conversion of Class B Units to Class A Common Stock increases the float of Class A shares, potentially improving market liquidity.
• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a scheduled transaction rather than opportunistic selling based on new, undisclosed negative information.

Negatives

• Insider selling, even if planned, can be interpreted by the market as a lack of confidence or a desire for diversification, which may exert downward pressure on the stock price.
• A key executive and 10% owner reducing their direct and indirect holdings of Class A Common Stock could be perceived negatively by investors.

Future Outlook

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

Industry Context

This insider transaction report does not provide specific details to analyze its relation to broader industry trends or competitors. It primarily reflects an individual executive's pre-planned stock transactions.

Corporate Governance

Related Party Transactions

• Sales of Class A Common Stock and conversion of Class B Units were executed by Capital V LLC, an entity in which Christopher Vanderhook holds a one-third indirect pecuniary interest, making these related party transactions.

Stakeholder Impact

• Shareholders may perceive the insider selling as a negative signal, potentially influencing their investment decisions.
• The increase in Class A Common Stock float due to conversion could slightly improve liquidity for investors.

Key Dates

Recommendation

While insider selling by a key executive and significant owner can be a bearish signal, the execution of these sales under a pre-arranged 10b5-1 plan suggests a planned diversification or liquidity event rather than a reaction to new, undisclosed negative company information. Without additional financial or operational updates, a 'hold' recommendation is appropriate, advising investors to monitor future company performance and broader market conditions rather than reacting solely to this insider transaction.

Keywords

Viant Technology Inc., DSP, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Beneficial Ownership, Chief Operating Officer, Equity Conversion