NAVN (NASDAQ) affiliate notifies intent to sell 2.5M Class A shares

Rhea-AI Filing Summary

NAVN filed a Form 144 notice indicating a proposed sale of 2,500,000 shares of Class A Common Stock. The filing lists 239,026,566 shares outstanding as of 06/12/2026. The Form shows a past private placement sale of 2,500,000 shares on 01/20/2021 for cash, and lists Merrill Lynch as the broker.

Insights

Securities Attorney

Form 144 is a notice of intent to sell by an affiliate; it does not itself effect a sale.

Form 144 files are regulatory notifications required when an affiliate proposes to sell restricted or control securities. The filing size is 2,500,000 shares, and the broker is listed as Merrill Lynch.

Whether sales occur, and their timing, depends on compliance with resale rules and broker execution; subsequent SEC reports or broker records will show executed transactions.

Key Figures

Proposed sale: 2,500,000 shares Shares outstanding: 239,026,566 shares Private placement sold: 2,500,000 shares +1 more

4 metrics

Proposed sale 2,500,000 shares Class A Common Stock (Form 144 notice)

Shares outstanding 239,026,566 shares as of 06/12/2026

Private placement sold 2,500,000 shares sold on 01/20/2021 for cash

Broker Merrill Lynch Merrill Lynch, Pierce, Fenner & Smith Incorporated (San Francisco)

Key Terms

Form 144, Private Placement, Class A Common Stock

3 terms

Form 144 regulatory

"filed a Form 144 notice indicating a proposed sale"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Private Placement market

"Private Placement | Issuer | 01/20/2021"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

Class A Common Stock financial

"Class A Common Stock | Merrill Lynch"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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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

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

144: 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	Merrill Lynch, Pierce,Fenner & Smith Incorporated 555 California Street 18th Floor San Francisco CA 94104	2500000	50000000	239026566	06/12/2026	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: 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	01/20/2021	Private Placement	Issuer			2500000	01/20/2021	Cash

* 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: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does NAVN's Form 144 filing mean?

It signals an affiliate's intent to sell 2,500,000 shares. The filing is a regulatory notice; actual sales occur only if executed under SEC resale rules and broker arrangements.

Who is the broker listed on the NAVN Form 144?

The broker is listed as Merrill Lynch, Pierce, Fenner & Smith Incorporated. The filing provides the broker's San Francisco address and identifies them as the executing broker for the proposed sale.

How many NAVN shares were outstanding per the filing?

The filing lists 239,026,566 shares outstanding as of 06/12/2026. That figure appears in the Form 144 excerpt as the outstanding share count tied to the filing date.

Was any NAVN stock sold recently according to the filing?

Yes: the Form shows a past private placement sale of 2,500,000 shares on 01/20/2021 for cash. That sale is presented in the "Securities Sold During The Past 3 Months" section.