STOCK TITAN
  1. Home
  2. Sec-filings
  3. TTAN
  4. [Form 4] ServiceTitan, Inc. Insider Trading Activity

ServiceTitan, Inc. (NASDAQ: TTAN) holder ICONIQ shifts 1,551,099 shares

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

Rhea-AI Filing Summary

ICONIQ-affiliated investment funds that are 10% owners of ServiceTitan, Inc. reported internal restructuring of their Class A Common Stock position. On July 13, 2026 they distributed, for no consideration, an aggregate of 1,551,099 shares to limited partners and related general partners under Rules 16a-13 and 16a-9.

Following these pro rata distributions, ICONIQ Strategic Partners II, L.P. directly holds 3,046,378 shares. Trusts associated with Divesh Makan and Matthew Jacobson include 148,973 and 48,535 shares, respectively, from these distributions; each party disclaims beneficial ownership except to the extent of any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider ICONIQ STRATEGIC PARTNERS II, L.P., ICONIQ STRATEGIC PARTNERS II-B, L.P., ICONIQ Strategic Partners II Co-Invest, L.P., Series ST, ICONIQ Strategic Partners II Co-Invest, L.P. (Series ST-2), ICONIQ Strategic Partners II GP, L.P., ICONIQ Strategic Partners II TT GP, Ltd, ICONIQ Strategic Partners III, L.P., ICONIQ Strategic Partners III-B, L.P., ICONIQ Strategic Partners III GP, L.P., ICONIQ Strategic Partners III TT GP, Ltd.
Role 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 556,878 -- --
Other Class A Common Stock 435,948 -- --
Other Class A Common Stock 229,384 -- --
Other Class A Common Stock 93,636 -- --
Other Class A Common Stock 113,731 -- --
Other Class A Common Stock 121,522 -- --
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 — 3,046,378 shares (Direct); Class A Common Stock — 2,384,842 shares (Indirect, By ICONIQ Strategic Partners II-B, L.P.)
Footnotes (1)
  1. On July 13, 2026, ICONIQ Strategic Partners II, L.P. ("ICONIQ II") distributed, for no consideration, in the aggregate 556,878 shares of the Issuer's Class A Common Stock (the "ICONIQ II Shares") to its limited partners and to ICONIQ Strategic Partners II GP, L.P. ("ICONIQ II GP"), representing each such partner's pro rata interest in such ICONIQ II Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II Shares it received in the distribution by ICONIQ II to its partners, representing each such partner's pro rata interest in such ICONIQ II 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"). ICONIQ II GP is the sole general partner of ICONIQ II, ICONIQ Strategic Partners II-B, L.P. ("ICONIQ II-B"), ICONIQ Strategic Partners II Co-Invest, L.P. (ST Series) ("ICONIQ II ST") and ICONIQ Strategic Partners II Co-Invest, L.P. (ST-2 Series) ("ICONIQ II ST2"). ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ II Parent GP") is the sole general partner of ICONIQ II GP. ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of ICONIQ Strategic Partners III, L.P. ("ICONIQ III") and ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B"). ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners V GP, L.P. ("ICONIQ V GP") is the sole general partner of ICONIQ Strategic Partners V, L.P. ("ICONIQ V"), ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B"), ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST) ("ICONIQ V ST") and (continued) ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST2) ("ICONIQ V ST2"). ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP. Divesh Makan and William J.G. Griffith are the sole equity holders of ICONIQ II Parent GP and ICONIQ III Parent GP and Messrs. Makan, Griffith and Matthew Jacobson are the sole equity holders of ICONIQ V Parent GP. Each of ICONIQ II GP, ICONIQ II Parent GP, ICONIQ III GP, ICONIQ III Parent GP, ICONIQ V GP, ICONIQ V Parent GP and Messrs. Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. On July 13, 2026, ICONIQ II-B distributed, for no consideration, in the aggregate 435,948 shares of the Issuer's Class A Common Stock (the "ICONIQ II-B Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II-B Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II-B Shares it received in the distribution by ICONIQ II-B to its partners, representing each such partner's pro rata interest in such ICONIQ II-B 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 13, 2026, ICONIQ II ST distributed, for no consideration, in the aggregate 229,384 shares of the Issuer's Class A Common Stock (the "ICONIQ II ST Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II ST Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II ST Shares it received in the distribution by ICONIQ II ST to its partners, representing each such partner's pro rata interest in such ICONIQ II ST 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. On July 13, 2026, ICONIQ II ST2 distributed, for no consideration, in the aggregate 93,636 shares of the Issuer's Class A Common Stock (the "ICONIQ II ST2 Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II ST2 Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II ST2 Shares it received in the distribution by ICONIQ II ST2 to its partners, representing each such partner's pro rata interest in such ICONIQ II ST2 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. On July 13, 2026, ICONIQ III distributed, for no consideration, in the aggregate 113,731 shares of the Issuer's Class A Common Stock (the "ICONIQ III Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III Shares it received in the distribution by ICONIQ III to its partners, representing each such partner's pro rata interest in such ICONIQ III 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 13, 2026, ICONIQ III-B distributed, for no consideration, in the aggregate 121,522 shares of the Issuer's Class A Common Stock (the "ICONIQ III-B Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III-B Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III-B Shares it received in the distribution by ICONIQ III-B to its partners, representing each such partner's pro rata interest in such ICONIQ III-B 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. The shares are held by Makan through his family trust of which he is a trustee and another estate planning trust having an independent trustee. Includes an aggregate of 148,973 ICONIQ II Shares, ICONIQ II-B Shares, ICONIQ II ST Shares, ICONIQ II ST2 Shares, ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described herein. Makan disclaims beneficial ownership of the shares held by such trusts for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Makan is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. The shares are held by Jacobson through a trust of which he is a trustee. Includes an aggregate of 48,535 ICONIQ II Shares, ICONIQ II-B Shares, ICONIQ II ST Shares, ICONIQ II ST2 Shares, ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described herein. Jacobson disclaims beneficial ownership of the shares held by such trust for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Jacobson is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
Restructuring distributions 1,551,099 shares Aggregate shares redistributed on July 13, 2026 as restructuring transactions
ICONIQ II distribution 556,878 shares Class A shares distributed for no consideration by ICONIQ Strategic Partners II, L.P.
ICONIQ II-B distribution 435,948 shares Class A shares distributed for no consideration by ICONIQ Strategic Partners II-B, L.P.
ICONIQ II ST distribution 229,384 shares Class A shares distributed for no consideration by ICONIQ II Co-Invest (ST Series)
ICONIQ II ST2 distribution 93,636 shares Class A shares distributed for no consideration by ICONIQ II Co-Invest (ST-2 Series)
ICONIQ III distribution 113,731 shares Class A shares distributed for no consideration by ICONIQ Strategic Partners III, L.P.
ICONIQ III-B distribution 121,522 shares Class A shares distributed for no consideration by ICONIQ Strategic Partners III-B, L.P.
ICONIQ II post-transaction holdings 3,046,378 shares Direct Class A holdings of ICONIQ Strategic Partners II, L.P. after July 13, 2026
pro rata interest financial
"representing each such partner's pro rata interest in such ICONIQ shares"
beneficial ownership regulatory
"disclaims beneficial ownership of the securities reported herein for purposes of Section 16"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of its or his pecuniary interest therein, if any"
Rules 16a-13 and 16a-9 regulatory
"made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9"
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 4 Insider Transactions: What Each Field Means →

FAQ

What did ICONIQ entities report in the ServiceTitan (TTAN) Form 4?
ICONIQ Strategic Partners funds reported internal share restructurings in ServiceTitan Class A stock. On July 13, 2026 they distributed, for no consideration, an aggregate of 1,551,099 shares to limited partners and general partners under Rules 16a-13 and 16a-9.

How many ServiceTitan (TTAN) shares were redistributed by ICONIQ funds?
The ICONIQ funds reallocated an aggregate of 1,551,099 Class A shares. Individual distributions included 556,878, 435,948, 229,384, 93,636, 113,731 and 121,522 shares from different ICONIQ vehicles, all made pro rata and for no consideration.

Did ICONIQ’s ServiceTitan (TTAN) Form 4 involve open-market buying or selling?
The Form 4 describes no open‑market purchases or sales. All reported movements are coded as “J” and detailed as pro rata, for‑no‑consideration distributions of shares from ICONIQ funds to their limited partners and related general partners under Exchange Act exemptions.

What is ICONIQ Strategic Partners II’s position in ServiceTitan (TTAN) after the transactions?
After the July 13, 2026 distributions, ICONIQ Strategic Partners II, L.P. directly holds 3,046,378 shares of ServiceTitan Class A Common Stock. This figure reflects its post‑distribution balance as reported in the Form 4’s non‑derivative holdings table for the direct ownership entry.

How many redistributed ServiceTitan (TTAN) shares went to Makan and Jacobson trusts?
Trusts associated with Divesh Makan received an aggregate of 148,973 shares, and a trust associated with Matthew Jacobson received 48,535 shares. Both individuals disclaim beneficial ownership of these trust‑held shares except to the extent of any pecuniary interest.

Under which SEC rules were the ServiceTitan (TTAN) share distributions made?
The reported distributions were made in reliance on Rules 16a-13 and 16a-9 under the Exchange Act. The filing states that all pro rata, for‑no‑consideration distributions by the ICONIQ funds and their general partners were conducted in accordance with these exemptions.
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*
ICONIQ STRATEGIC PARTNERS II, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ServiceTitan, Inc. [ TTAN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/13/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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 Stock07/13/2026J(1)556,878D(1)3,046,378D(2)(3)
Class A Common Stock07/13/2026J(4)435,948D(4)2,384,842I(2)(3)By ICONIQ Strategic Partners II-B, L.P.
Class A Common Stock07/13/2026J(5)229,384D(5)1,254,835I(2)(3)By ICONIQ Strategic Partners II Co-Invest, L.P. (ST Series)
Class A Common Stock07/13/2026J(6)93,636D(6)512,236I(2)(3)By ICONIQ Strategic Partners II Co-Invest, L.P. (ST-2 Series)
Class A Common Stock07/13/2026J(7)113,731D(7)622,162I(2)(3)By ICONIQ Strategic Partners III, L.P.
Class A Common Stock07/13/2026J(8)121,522D(8)664,785I(2)(3)By ICONIQ Strategic Partners III-B, L.P.
Class A Common Stock443,221I(2)(3)By ICONIQ Strategic Partners V, L.P.
Class A Common Stock594,405I(2)(3)By ICONIQ Strategic Partners V-B, L.P.
Class A Common Stock247,163I(2)(3)By ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST)
Class A Common Stock111,891I(2)(3)By ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST2)
Class A Common Stock506,720(9)I(9)By Divesh Makan
Class A Common Stock160,693(10)I(10)By Matthew Jacobson
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
1. Name and Address of Reporting Person*
ICONIQ STRATEGIC PARTNERS II, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ STRATEGIC PARTNERS II-B, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners II Co-Invest, L.P., Series ST
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners II Co-Invest, L.P. (Series ST-2)
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners II GP, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners II TT GP, Ltd
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners III, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners III-B, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners III GP, L.P.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
ICONIQ Strategic Partners III TT GP, Ltd.
(Last)(First)(Middle)
C/O ICONIQ CAPITAL
50 BEALE ST., STE. 2300
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. On July 13, 2026, ICONIQ Strategic Partners II, L.P. ("ICONIQ II") distributed, for no consideration, in the aggregate 556,878 shares of the Issuer's Class A Common Stock (the "ICONIQ II Shares") to its limited partners and to ICONIQ Strategic Partners II GP, L.P. ("ICONIQ II GP"), representing each such partner's pro rata interest in such ICONIQ II Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II Shares it received in the distribution by ICONIQ II to its partners, representing each such partner's pro rata interest in such ICONIQ II 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").
2. ICONIQ II GP is the sole general partner of ICONIQ II, ICONIQ Strategic Partners II-B, L.P. ("ICONIQ II-B"), ICONIQ Strategic Partners II Co-Invest, L.P. (ST Series) ("ICONIQ II ST") and ICONIQ Strategic Partners II Co-Invest, L.P. (ST-2 Series) ("ICONIQ II ST2"). ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ II Parent GP") is the sole general partner of ICONIQ II GP. ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of ICONIQ Strategic Partners III, L.P. ("ICONIQ III") and ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B"). ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners V GP, L.P. ("ICONIQ V GP") is the sole general partner of ICONIQ Strategic Partners V, L.P. ("ICONIQ V"), ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B"), ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST) ("ICONIQ V ST") and
3. (continued) ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST2) ("ICONIQ V ST2"). ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP. Divesh Makan and William J.G. Griffith are the sole equity holders of ICONIQ II Parent GP and ICONIQ III Parent GP and Messrs. Makan, Griffith and Matthew Jacobson are the sole equity holders of ICONIQ V Parent GP. Each of ICONIQ II GP, ICONIQ II Parent GP, ICONIQ III GP, ICONIQ III Parent GP, ICONIQ V GP, ICONIQ V Parent GP and Messrs. Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
4. On July 13, 2026, ICONIQ II-B distributed, for no consideration, in the aggregate 435,948 shares of the Issuer's Class A Common Stock (the "ICONIQ II-B Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II-B Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II-B Shares it received in the distribution by ICONIQ II-B to its partners, representing each such partner's pro rata interest in such ICONIQ II-B 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.
5. On July 13, 2026, ICONIQ II ST distributed, for no consideration, in the aggregate 229,384 shares of the Issuer's Class A Common Stock (the "ICONIQ II ST Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II ST Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II ST Shares it received in the distribution by ICONIQ II ST to its partners, representing each such partner's pro rata interest in such ICONIQ II ST 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.
6. On July 13, 2026, ICONIQ II ST2 distributed, for no consideration, in the aggregate 93,636 shares of the Issuer's Class A Common Stock (the "ICONIQ II ST2 Shares") to its limited partners and to ICONIQ II GP, representing each such partner's pro rata interest in such ICONIQ II ST2 Shares. On the same date, ICONIQ II GP distributed, for no consideration, the ICONIQ II ST2 Shares it received in the distribution by ICONIQ II ST2 to its partners, representing each such partner's pro rata interest in such ICONIQ II ST2 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.
7. On July 13, 2026, ICONIQ III distributed, for no consideration, in the aggregate 113,731 shares of the Issuer's Class A Common Stock (the "ICONIQ III Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III Shares it received in the distribution by ICONIQ III to its partners, representing each such partner's pro rata interest in such ICONIQ III 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.
8. On July 13, 2026, ICONIQ III-B distributed, for no consideration, in the aggregate 121,522 shares of the Issuer's Class A Common Stock (the "ICONIQ III-B Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III-B Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III-B Shares it received in the distribution by ICONIQ III-B to its partners, representing each such partner's pro rata interest in such ICONIQ III-B 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.
9. The shares are held by Makan through his family trust of which he is a trustee and another estate planning trust having an independent trustee. Includes an aggregate of 148,973 ICONIQ II Shares, ICONIQ II-B Shares, ICONIQ II ST Shares, ICONIQ II ST2 Shares, ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described herein. Makan disclaims beneficial ownership of the shares held by such trusts for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Makan is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
10. The shares are held by Jacobson through a trust of which he is a trustee. Includes an aggregate of 48,535 ICONIQ II Shares, ICONIQ II-B Shares, ICONIQ II ST Shares, ICONIQ II ST2 Shares, ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described herein. Jacobson disclaims beneficial ownership of the shares held by such trust for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Jacobson is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
Remarks:
Form 1 of 2: Due to the limitations of the SEC's electronic filing system, this Form 4 is being split into two filings to account for the number of Reporting Persons. Each Form 4 will be filed by Designated Filer ICONIQ Strategic Partners II, L.P. In addition, William J.G. Griffith is separately filing a Form 4 reporting beneficial ownership of the securities reported herein.
ICONIQ Strategic Partners II, L.P., By: ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners II-B, L.P., By: ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners II Co-Invest, L.P. (Series ST) , By: ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners II Co-Invest, L.P. (Series ST2) , By: ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners III, L.P., By: ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners III-B, L.P., By: ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster07/15/2026
** 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