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  4. [Form 4] Navan, Inc. Insider Trading Activity

Navan (NAVN) director takes $12,500 board pay in stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Navan, Inc. (NAVN) director Clara Liang reported an acquisition of 438 shares of Class A Common Stock on 2026-08-20. These shares represent fully vested restricted stock units (RSUs) granted in lieu of a $12,500 cash retainer for board service at an implied value of $28.56 per share. Following this grant, Liang directly holds 10,397 shares of Class A Common Stock, including 9,959 RSUs, each convertible into one share of Class A Common Stock upon vesting.

Positive

  • None.

Negative

  • None.
Insider Liang Clara
Role Director
Type Security Shares Price Value
Grant/Award Class A Common Stock F1, F2 438 $28.56 $13K
Holdings After Transaction: Class A Common Stock — 10,397 shares (Direct)
Footnotes (2)
  1. F1. Represents Class A Common Stock underlying restricted stock units that are fully vested on the grant date issued to the Reporting Person in lieu of a cash retainer for board service in the amount of $12,500.
  2. F2. Includes 9,959 RSUs, each of which represents a contingent right to receive one share of Issuer's Class A Common Stock upon vesting.
RSUs granted 438 shares Fully vested RSUs granted on 2026-08-20 in lieu of board cash retainer
Implied grant value $12,500 Cash retainer amount replaced by RSU grant
Implied grant price $28.56 per share Implied value per share for the 438-share RSU grant
Shares following transaction 10,397 shares Total Class A Common Stock directly held by Clara Liang after grant
RSUs included in holdings 9,959 RSUs Each RSU represents a contingent right to receive one share upon vesting
restricted stock units financial
"Represents Class A Common Stock underlying restricted stock units that are fully vested"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
cash retainer financial
"issued to the Reporting Person in lieu of a cash retainer for board service"
contingent right financial
"each of which represents a contingent right to receive one share"

FAQ

What did Navan, Inc. (NAVN) director Clara Liang report in this Form 4?
Clara Liang reported an acquisition of 438 shares of Navan, Inc. Class A Common Stock on 2026-08-20, received as fully vested RSUs granted in lieu of a board cash retainer.

What was the value of the equity retainer reported for NAVN?
The equity retainer was $12,500, issued as fully vested restricted stock units. These RSUs correspond to 438 shares of Navan, Inc. Class A Common Stock at an implied value of $28.56 per share.

How many Navan (NAVN) shares does Clara Liang hold after this transaction?
After the transaction, Clara Liang directly holds 10,397 shares of Navan, Inc. Class A Common Stock, which includes 9,959 RSUs that each represent a contingent right to receive one share upon vesting.

Were the NAVN shares in this Form 4 purchased on the market?
No. The 438 shares were acquired as fully vested RSUs granted in lieu of a $12,500 cash retainer for board service, not through an open-market purchase.

What type of security did Clara Liang receive from Navan, Inc. (NAVN)?
She received Class A Common Stock via restricted stock units (RSUs). The grant consisted of 438 RSUs that were fully vested on the grant date and settled into Class A Common Stock.

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

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Liang Clara
(Last)(First)(Middle)
C/O NAVAN, INC.
260 CALIFORNIA AVE, FL 2
(Street)
PALO ALTO CALIFORNIA 94306
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Navan, Inc. [ NAVN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/20/2026A438(1)A$28.5610,397(2)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents Class A Common Stock underlying restricted stock units that are fully vested on the grant date issued to the Reporting Person in lieu of a cash retainer for board service in the amount of $12,500.
2. Includes 9,959 RSUs, each of which represents a contingent right to receive one share of Issuer's Class A Common Stock upon vesting.
Remarks:
/s/ Howard Baik, Attorney-in-Fact08/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR