NAVN insider plans sale of 9,349 Class A shares

NAVAN (NAVN) insider plans a modest share sale under Rule 144.

Rhea-AI Filing Summary

NAVAN (NAVN) insider plans a modest share sale under Rule 144. A holder intends to sell 9,349 shares of Class A common stock through Morgan Stanley Smith Barney on or about 01/28/2026 on the NASDAQ market, with an indicated aggregate market value of $133,971.17.

The shares to be sold were acquired as restricted stock units from the issuer on 01/22/2025, in the same 9,349-share amount. NAVAN had 233,780,828 Class A shares outstanding for context. The filing also notes that Michael E. Sindicich sold 231,842 Class A shares on 10/31/2025 for gross proceeds of $5,796,050 during the prior three months.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the NAVN Form 144/A filing disclose about upcoming share sales?

The filing shows an intended sale of 9,349 NAVN Class A shares under Rule 144. These shares are planned to be sold through Morgan Stanley Smith Barney on or about January 28, 2026, with an indicated aggregate market value of $133,971.17 at the time of the notice.

Who recently sold NAVN shares and in what amount according to this Form 144/A?

The document notes that Michael E. Sindicich sold 231,842 NAVN Class A common shares on October 31, 2025. Those sales generated gross proceeds of $5,796,050 and are disclosed as securities sold during the past three months for aggregation under Rule 144.

How were the 9,349 NAVN shares to be sold originally acquired?

The 9,349 NAVN shares were acquired on January 22, 2025 as restricted stock units from the issuer. The filing states the nature of the acquisition transaction as restricted stock units, with the amount acquired and the date of payment matching the planned sale amount and acquisition date.

What is NAVN’s total Class A share count referenced in this Form 144/A?

The notice reports that NAVAN has 233,780,828 Class A common shares outstanding. This figure provides context for the size of the planned 9,349-share sale under Rule 144 relative to the company’s overall share count at the time referenced.

On which exchange will the NAVN shares be sold under this Form 144/A?

The planned 9,349 NAVN Class A shares are expected to be sold on the NASDAQ exchange. Morgan Stanley Smith Barney, located in Purchase, New York, is listed as the broker handling the transaction under the Rule 144 resale framework described in the notice.

What representation does the seller make in the NAVN Form 144/A filing?

The seller represents that they do not know any material adverse information about NAVAN’s current or prospective operations that has not been publicly disclosed. This statement is part of the standard Rule 144 notice and is affirmed by signing and dating the form.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/28/2026 - 09:07 PM EST Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144/A

144/A: Filer Information

Filer CIK	0002085077
Filer CCC	XXXXXXXX
Previous Accession Number Of The Filing	0002085077-26-000003
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144/A: Issuer Information

Name of Issuer	NAVAN, INC.
SEC File Number	001-42922
Address of Issuer	3045 PARK BOULEVARD PALO ALTO CALIFORNIA 94306
Phone	(650) 988-8500
Name of Person for Whose Account the Securities are To Be Sold	Michael E. Sindicich
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144/A: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Morgan Stanley Smith Barney 2000 Westchester Avenue Attn: Operations Department Purchase NY 10577-2530	9349	133971.17	233780828	01/28/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144/A: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	01/22/2025	Restricted Stock Units	Issuer			9349	01/22/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144/A: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Michael E. Sindicich 3045 Park Boulevard Palo Alto CA 94306	Class A Common Stock	10/31/2025	231842	5796050

144/A: Remarks and Signature

Remarks	This is a sell-to-cover transaction for taxes owed related to recent vesting and settlement of restricted stock units granted by the Issuer.
Date of Notice	01/28/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Michael E. Sindicich
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)