ServiceTitan CEO sells 3,147.75 shares for taxes
ServiceTitan CEO Ara Mahdessian executed a small conversion and mandated tax sell-to-cover transaction while retaining large direct and trust-held stakes.
Rhea-AI Filing Summary
ServiceTitan, Inc. (TTAN) reports that Chief Executive Officer and director Ara Mahdessian converted 3,147.75 shares of Class B Common Stock into the same number of Class A Common Stock on September 17, 2026, then sold 3,147.75 shares of Class A at $57.07 per share. According to the company’s equity plan, these sales were made solely to satisfy tax withholding obligations through a mandated “sell to cover” arrangement and are described as non-discretionary. After the conversion, Mahdessian holds 3,262,614 Class B shares directly and additional Class B shares indirectly through various trusts, including 4,216,857 underlying Class A-equivalent shares held by the AMKE Trust dated February 1, 2019.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
13 txns
Insider
Mahdessian Ara
Role
Chief Executive Officer
Sold
3,147.75 shs ($180K)
Approx. gross sale proceeds
$180K
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock F4, F1, F5, F6 | 3,147.75 | $0.00 | $0.00 |
| Conversion | Class A Common Stock F1 | 3,147.75 | $0.00 | $0.00 |
| Sale | Class A Common Stock F2, F3 | 3,147.75 | $57.07 | $180K |
| holding | Class B Common Stock F4, F5 | -- | -- | -- |
| holding | Class B Common Stock F4 | -- | -- | -- |
| holding | Class B Common Stock F4, F6 | -- | -- | -- |
| holding | Class B Common Stock F4 | -- | -- | -- |
| holding | Class B Common Stock F4, F6 | -- | -- | -- |
| holding | Class B Common Stock F4, F7 | -- | -- | -- |
| holding | Class B Common Stock F4, F7 | -- | -- | -- |
| holding | Class B Common Stock F4 | -- | -- | -- |
| holding | Class B Common Stock F4, F7 | -- | -- | -- |
| holding | Class B Common Stock F4 | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 3,262,614 contracts (Direct);
Class A Common Stock — 2 shares (Direct);
Class B Common Stock — 4,216,857 contracts (Indirect, By the AMKE Trust dated February 1, 2019);
Class B Common Stock — 341,906 contracts (Indirect, AM 2026 GRAT);
Class B Common Stock — 169,318 contracts (Indirect, AM 2026-2 GRAT);
Class B Common Stock — 87,128 contracts (Indirect, AM Irrevocable Nonexempt Trust);
Class B Common Stock — 16,047 contracts (Indirect, By AM 2025 GRAT);
Class B Common Stock — 16,047 contracts (Indirect, By KE 2025 GRAT);
Class B Common Stock — 2 contracts (Indirect, By Spouse);
Class B Common Stock — 341,906 contracts (Indirect, KE 2026 GRAT);
Class B Common Stock — 169,318 contracts (Indirect, KE 2026-2 GRAT);
Class B Common Stock — 87,128 contracts (Indirect, KE Irrevocable Nonexempt Trust)
Footnotes (7)
- F1. Represents the conversion of Class B Common Stock into Class A Common Stock held of record by the Reporting Person.
- F2. Represents shares sold to satisfy the Reporting Person's tax withholding obligation in connection with the vesting of restricted stock units. These sales are mandated as part of the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
- F3. This number includes rounding of fractional shares.
- F4. The Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers, or upon the occurrence of certain specified events, in each case as set forth in the Issuer's Amended and Restated Certificate of Incorporation.
- F5. Reflects the following transfers of Class B Common Stock from the Reporting Person to the AMKE Trust: the September 17, 2025 transfer of 2,967 shares, the December 18, 2025 transfer of 2,985 shares, the March 18, 2026 transfer of 3,736 shares, and the September 17, 2026 transfer of 2,877 shares. Such transfers were exempt from reporting pursuant to Rule 16a-13.
- F6. Reflects the following: (i) the September 15, 2026 transfer of 169,319 shares of Class B Common Stock from the AM 2025 GRAT to the Reporting Person in satisfaction of a grantor retained annuity trust ("GRAT") annuity payment owed to the Reporting Person; and (ii) the subsequent September 15, 2026 transfer of 169,318 shares of Class B Common Stock from the Reporting Person to the AM 2026-2 GRAT.
- F7. Reflects the following: (i) the September 15, 2026 transfer of 169,319 shares of Class B Common Stock from the KE 2025 GRAT to the Reporting Person's spouse in satisfaction of a GRAT annuity payment owed to the Reporting Person's spouse; and (ii) the subsequent September 15, 2026 transfer of 169,318 shares of Class B Common Stock from the Reporting Person's spouse to the KE 2026-2 GRAT.
Key Figures
Class B shares converted: 3,147.75 shares
Class A shares sold: 3,147.75 shares
Sale price per Class A share: $57.07 per share
+5 more
8 metrics
Class B shares converted
3,147.75 shares
Class B Common Stock converted into Class A on September 17, 2026
Class A shares sold
3,147.75 shares
Shares of Class A Common Stock sold on September 17, 2026
Sale price per Class A share
$57.07 per share
Price for the 3,147.75 Class A shares sold on September 17, 2026
Direct Class B holdings after conversion
3,262,614 shares
Class B Common Stock held directly by Ara Mahdessian following the transaction
AMKE Trust Class B holdings
4,216,857 shares
Class B Common Stock held indirectly via AMKE Trust dated February 1, 2019
AM 2026 GRAT Class B holdings
341,906 shares
Indirect Class B holdings through AM 2026 GRAT
AM 2026-2 GRAT Class B holdings
169,318 shares
Indirect Class B holdings through AM 2026-2 GRAT
KE 2026 GRAT Class B holdings
341,906 shares
Indirect Class B holdings through KE 2026 GRAT
Key Terms
Class B Common Stock, Class A Common Stock, restricted stock units, grantor retained annuity trust ("GRAT"), +1 more
5 terms
Class B Common Stock financial
"The Class B Common Stock is convertible into an equal number of shares"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Class A Common Stock financial
"Class B Common Stock is convertible into an equal number of shares of Class A"
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.
restricted stock units financial
"tax withholding obligation in connection with the vesting of restricted stock units"
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.
grantor retained annuity trust ("GRAT") financial
"in satisfaction of a grantor retained annuity trust ("GRAT") annuity payment"
sell to cover financial
"tax withholding obligations to be funded by a "sell to cover" transaction"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did ServiceTitan (TTAN) CEO Ara Mahdessian report on this Form 4?
He reported converting 3,147.75 Class B shares into Class A Common Stock on September 17, 2026, and then selling 3,147.75 Class A shares at $57.07 per share in a transaction tied to tax withholding.
Was the ServiceTitan (TTAN) CEO’s sale under a Rule 10b5-1 trading plan?
No. The filing’s Rule 10b5-1 checkbox is not marked as a plan transaction. Instead, a footnote states the sale was mandated as a “sell to cover” solely to satisfy tax withholding on vesting restricted stock units.
What indirect ServiceTitan (TTAN) holdings does the CEO have through trusts?
Indirectly, Ara Mahdessian is associated with several trusts. One example is the AMKE Trust dated February 1, 2019, which holds 4,216,857 Class B shares convertible into an equal number of Class A shares, as disclosed in the filing.
AI-generated analysis. How Rhea-AI works. Not financial advice.
