Navan, Inc. (NASDAQ: NAVN) insider funds make multi-million share in-kind distributions
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Navan, Inc. insider Oren Zeev and affiliated funds reported internal equity restructurings involving Class A Common Stock. On June 26, 2026 and July 7, 2026, Zeev-managed funds, including Zeev Ventures II, L.P., Zeev Ventures II-A, L.P., Zeev Ventures III, L.P. and the Zeev Living Trust, made pro rata distributions for no consideration of fund-held Navan shares to their limited partners and related management LLCs under Rules 16a-13 and 16a-9. These are non-market transfers at a stated per-share price of $0.00, not open-market purchases or sales. Oren Zeev, as managing member of the general partners, may be deemed to beneficially own shares held by the funds but disclaims beneficial ownership except to the extent of any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
14 transactions reported
Mixed
14 txns
Insider
ZEEV OREN, ZEEV OPPORTUNITY FUND I, L.P., ZEEV VENTURES II, L.P., ZEEV VENTURES II-A, L.P., ZEEV VENTURES III, L.P., Zeev Ventures IV, L.P., ZEEV VENTURES V, L.P., ZEEV VENTURES VI, L.P., ZEEV VENTURES VII, L.P., ZEEV VENTURES VIII, L.P.
Role
Director, 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock | 452,949 | $0.00 | -- |
| Other | Class A Common Stock | 1,576,676 | $0.00 | -- |
| Other | Class A Common Stock | 1,082,303 | $0.00 | -- |
| Other | Class A Common Stock | 567,965 | $0.00 | -- |
| Other | Class A Common Stock | 452,949 | $0.00 | -- |
| Other | Class A Common Stock | 1,576,676 | $0.00 | -- |
| Other | Class A Common Stock | 567,965 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 3,623,595 shares (Indirect, Zeev Ventures II, L.P.);
Class A Common Stock — 67,223 shares (Direct)
Footnotes (1)
- On June 26, 2026, Zeev Ventures II, L.P. distributed, for no consideration, in the aggregate 452,949 shares of the Issuer's Class A Common Stock to its limited partners and to Zeev Ventures Management II, L.L.C., representing each such partner's pro rata interest in such shares. On the same date, Zeev Ventures Management II, L.L.C. distributed, for no consideration, 167,591 shares it received in the distribution by Zeev Ventures II, L.P. to its partners, representing each such partner's pro rata interest in such shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Oren Zeev is the managing member of each of Zeev Opportunity Management I, L.L.C., Zeev Ventures Management II, L.L.C., Zeev Ventures Management II-A, L.L.C., Zeev Ventures Management III, L.L.C., Zeev Ventures Management IV, L.L.C., Zeev Ventures Management V, L.L.C., Zeev Ventures Management VI, L.L.C., Zeev Ventures Management VII, L.L.C., and Zeev Ventures Management VIII, L.L.C. (collectively, the "General Partners") and, as such, may be deemed to beneficially own the shares held by each of Zeev Opportunity Fund I, L.P., Zeev Ventures II, L.P., Zeev Ventures II-A, L.P., Zeev Ventures III, L.P., Zeev Ventures IV, L.P., Zeev Ventures V, L.P., Zeev Ventures VI, L.P., Zeev Ventures VII, L.P., and Zeev Ventures VIII, L.P. (collectively, the "Funds"). Oren Zeev has voting and dispositive power over the shares held by the Funds. Each of Oren Zeev and the General Partners disclaims beneficial ownership except to the extent of their pecuniary interest therein, if any. Shares held directly by Zeev Ventures II, L.P. Zeev Ventures Management II, L.L.C. is the general partner of Zeev Ventures II, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures II, L.P. On June 26, 2026, Zeev Ventures II-A, L.P. distributed, for no consideration, in the aggregate 1,576,676 shares of the Issuer's Class A Common Stock to its limited partners and to Zeev Ventures Management II-A, L.L.C., representing each such partner's pro rata interest in such shares. On the same date, Zeev Ventures Management II-A, L.L.C. distributed, for no consideration, 583,370 shares it received in the distribution by Zeev Ventures II-A, L.P. to its partners, representing each such partner's pro rata interest in such shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act. Shares held directly by Zeev Ventures II-A, L.P. Zeev Ventures Management II-A, L.L.C. is the general partner of Zeev Ventures II-A, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures II-A, L.P. Consists of shares received as a pro rata distribution, for no consideration, from Zeev Ventures Management II, L.L.C., of which the Zeev Living Trust is a non-managing limited partner. Such distribution was made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act. Shares held by the Zeev Living Trust, a revocable trust for which Mr. Zeev and his spouse serve as trustees and primary beneficiaries. Mr. Zeev retains voting and investment power over the shares held by the trust and, as such, may be deemed to beneficially own such shares. Mr. Zeev disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any. On July 7, 2026, Zeev Ventures II, L.P. distributed, for no consideration, in the aggregate 452,949 shares of the Issuer's Class A Common Stock to its limited partners and to Zeev Ventures Management II, L.L.C., representing each such partner's pro rata interest in such shares. On the same date, Zeev Ventures Management II, L.L.C. distributed, for no consideration, 167,591 shares it received in the distribution by Zeev Ventures II, L.P. to its partners, representing each such partner's pro rata interest in such shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act. On July 7, 2026, Zeev Ventures II-A, L.P. distributed, for no consideration, in the aggregate 1,576,676 shares of the Issuer's Class A Common Stock to its limited partners and to Zeev Ventures Management II-A, L.L.C., representing each such partner's pro rata interest in such shares. On the same date, Zeev Ventures Management II-A, L.L.C. distributed, for no consideration, 583,370 shares it received in the distribution by Zeev Ventures II-A, L.P. to its partners, representing each such partner's pro rata interest in such shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act. On July 7, 2026, Zeev Ventures III, L.P. distributed, for no consideration, in the aggregate 1,082,303 shares of the Issuer's Class A Common Stock to its limited partners, representing each such partner's pro rata interest in such shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act. Shares held directly by Zeev Ventures III, L.P. Zeev Ventures Management III, L.L.C. is the general partner of Zeev Ventures III, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures III, L.P. Shares held directly by Zeev Opportunity Fund I, L.P. Zeev Opportunity Management I, L.L.C. is the general partner of Zeev Opportunity Fund I, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Opportunity Fund I, L.P. Shares held directly by Zeev Ventures IV, L.P. Zeev Ventures Management IV, L.L.C. is the general partner of Zeev Ventures IV, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures IV, L.P. Shares held directly by Zeev Ventures V, L.P. Zeev Ventures Management V, L.L.C. is the general partner of Zeev Ventures V, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures V, L.P. Shares held directly by Zeev Ventures VI, L.P. Zeev Ventures Management VI, L.L.C. is the general partner of Zeev Ventures VI, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures VI, L.P. Shares held directly by Zeev Ventures VII, L.P. Zeev Ventures Management VII, L.L.C. is the general partner of Zeev Ventures VII, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures VII, L.P. Shares held directly by Zeev Ventures VIII, L.P. Zeev Ventures Management VIII, L.L.C. is the general partner of Zeev Ventures VIII, L.P. and, as such, may be deemed to beneficially own the shares held by Zeev Ventures VIII, L.P.
Key Figures
Zeev Ventures II distributions: 452,949 shares
Zeev Ventures II-A distributions: 1,576,676 shares
Zeev Ventures III distribution: 1,082,303 shares
+4 more
7 metrics
Zeev Ventures II distributions
452,949 shares
Aggregate Class A Common Stock distributed for no consideration on June 26 and July 7, 2026
Zeev Ventures II-A distributions
1,576,676 shares
Aggregate Class A Common Stock distributed for no consideration on June 26 and July 7, 2026
Zeev Ventures III distribution
1,082,303 shares
Class A Common Stock distributed for no consideration on July 7, 2026
Zeev Living Trust receipt
567,965 shares
Shares received as a pro rata distribution for no consideration from Zeev Ventures Management II, L.L.C.
Zeev Living Trust holdings
1,135,930 shares
Indirect Class A Common Stock holdings following reported transactions
Zeev Ventures II-A holdings
12,613,415 shares
Class A Common Stock held directly by Zeev Ventures II-A, L.P. after June 26, 2026 transaction
Restructuring shares total
6,277,483 shares
Total shares involved in restructuring-type transactions summarized in the filing
Key Terms
pro rata distribution, beneficially own, pecuniary interest, Rules 16a-13 and 16a-9, +1 more
5 terms
pro rata distribution financial
"distributed, for no consideration, in the aggregate 452,949 shares ... representing each such partner's pro rata interest"
A pro rata distribution is when a company or organization shares out money, assets, or benefits evenly among all eligible people based on their size or share. For example, if a company makes a profit and distributes it to shareholders, each person gets a portion proportional to how many shares they own. It ensures everyone gets their fair part based on their ownership or stake.
beneficially own financial
"may be deemed to beneficially own the shares held by each of Zeev Opportunity Fund I, L.P."
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
pecuniary interest financial
"disclaims beneficial ownership except to the extent of their pecuniary interest therein, if any"
Rules 16a-13 and 16a-9 regulatory
"distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act"
Class A Common Stock financial
"shares of the Issuer's Class A Common Stock to its limited partners and to Zeev Ventures Management II, L.L.C."
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.
