[Form 4] ServiceTitan, Inc. Insider Trading Activity

Q: How many ServiceTitan (TTAN) shares were distributed in this Form 4?

A total of 1,341,340 Class A shares were distributed across four ICONIQ vehicles.

Q: Were the shares sold on the open market?

No. The shares were transferred for no consideration to limited partners under Rules 16a-13 and 16a-9.

Q: What was the transaction date reported?

All distributions occurred on 03 July 2025 and were filed on 08 July 2025.

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Form 4 overview: Multiple ICONIQ-affiliated funds that collectively own more than 10 % of ServiceTitan, Inc. (TTAN) reported internal, pro-rata distributions of Class A Common Stock on 03 July 2025. No cash changed hands and the transactions were executed under Rules 16a-13 and 16a-9, which cover transfers that do not constitute open-market sales.

ICONIQ Strategic Partners II, L.P. distributed 567,666 shares; post-distribution direct balance: 3,962,276 shares.
ICONIQ Strategic Partners II-B, L.P. distributed 444,395 shares; balance: 3,101,848 shares.
ICONIQ Strategic Partners II Co-Invest (ST Series) distributed 233,828 shares; balance: 1,632,104 shares.
ICONIQ Strategic Partners II Co-Invest (ST-2 Series) distributed 95,451 shares; balance: 666,240 shares.

Total shares transferred across the four entities: 1,341,340. The filings show additional indirect holdings through ICONIQ funds III and V, as well as personal trusts of ICONIQ executives Divesh Makan (261,823 shares) and Matthew Jacobson (80,907 shares). Each reporting person expressly disclaims beneficial ownership beyond their economic interest.

Key takeaways for investors: (1) The transactions are distributions in-kind to limited partners, not market sales; (2) ICONIQ funds remain large shareholders, retaining several million TTAN shares after the transfers; (3) While immediate selling pressure is not indicated, the redistributed shares are now held by a broader base of limited partners who may decide independently to sell in the future.

Positive

ICONIQ funds retain large holdings, signalling continued alignment with ServiceTitan’s long-term prospects.
No open-market sales were executed, avoiding immediate downward pressure on TTAN’s share price.

Negative

1.34 million shares are now in the hands of numerous limited partners, potentially increasing future selling activity and float.
The filings do not disclose lock-up or resale restrictions for the distributed shares, leaving uncertainty about timing of any dispositions.

Insights

TL;DR: Internal, non-cash share transfers; control unchanged, future float could expand.

The filing details in-kind distributions totalling 1.34 million TTAN shares from four ICONIQ vehicles to their LPs. Because the transfers were exempt under Rules 16a-13/9, they signal estate or fund-cycle rebalancing rather than a judgment on ServiceTitan’s fundamentals. Importantly, ICONIQ entities still own roughly 12 million combined shares, so strategic alignment with the issuer remains. However, newly distributed shares now reside with numerous LPs who are not subject to the same coordinated holding periods. Over time this could incrementally increase free float and trading liquidity, a modest overhang risk for existing shareholders.

TL;DR: Neutral event—ownership dispersed but no sale proceeds, limited near-term impact.

From a portfolio perspective, these distributions neither inject cash into ICONIQ nor materially change governance since ICONIQ GP structures still manage sizable stakes. Because no shares were sold into the market, price impact should be minimal in the short run. Investors should nonetheless monitor subsequent Form 4s or Form 144 filings that may reveal resale activity by the newly empowered LPs. Overall, the development is best classified as procedural rather than valuation-altering.

07/08/2025 - 04:36 PM

SEC Form 4

FORM 4

UNITED 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

94105

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ServiceTitan, Inc. [ TTAN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	07/03/2025		J⁽¹⁾		567,666	D	⁽¹⁾	3,962,276	D⁽²⁾⁽³⁾
Class A Common Stock	07/03/2025		J⁽⁴⁾		444,395	D	⁽⁴⁾	3,101,848	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners II-B, L.P.
Class A Common Stock	07/03/2025		J⁽⁵⁾		233,828	D	⁽⁵⁾	1,632,104	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners II Co-Invest, L.P. (ST Series)
Class A Common Stock	07/03/2025		J⁽⁶⁾		95,451	D	⁽⁶⁾	666,240	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners II Co-Invest, L.P. (ST-2 Series)
Class A Common Stock								809,216	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners III, L.P.
Class A Common Stock								864,653	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners III-B, L.P.
Class A Common Stock								522,470	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners V, L.P.
Class A Common Stock								700,688	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners V-B, L.P.
Class A Common Stock								247,163	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST)
Class A Common Stock								111,891	I⁽²⁾⁽³⁾	By ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST2)
Class A Common Stock								261,823⁽⁷⁾	I⁽⁷⁾	By Divesh Makan
Class A Common Stock								80,907⁽⁸⁾	I⁽⁸⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% 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

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% 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

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% 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

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% 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

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% 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

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Makan Divesh

(Last)

(First)

(Middle)

C/O ICONIQ CAPITAL

50 BEALE ST., STE. 2300

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Jacobson Matthew

(Last)

(First)

(Middle)

C/O ICONIQ CAPITAL

50 BEALE ST., STE. 2300

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On July 3, 2025, ICONIQ Strategic Partners II, L.P. ("ICONIQ II") distributed, for no consideration, in the aggregate 567,666 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 3, 2025, ICONIQ II-B distributed, for no consideration, in the aggregate 444,395 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 3, 2025, ICONIQ II ST distributed, for no consideration, in the aggregate 233,828 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 3, 2025, ICONIQ II ST2 distributed, for no consideration, in the aggregate 95,451 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. 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 127,142 ICONIQ II Shares, ICONIQ II-B Shares, ICONIQ II ST Shares and ICONIQ II ST2 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.

8. The shares are held by Jacobson through a trust of which he is a trustee. Includes an aggregate of 37,358 ICONIQ II Shares, ICONIQ II-B Shares, ICONIQ II ST Shares and ICONIQ II ST2 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.

	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 Foster	07/08/2025
	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 Foster	07/08/2025
	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 Foster	07/08/2025
	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 Foster	07/08/2025
	ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster	07/08/2025
	ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster	07/08/2025
	/s/ Divesh Makan	07/08/2025
	/s/ Matthew Jacobson	07/08/2025
	** Signature of Reporting Person	Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

How many ServiceTitan (TTAN) shares were distributed in this Form 4?

A total of 1,341,340 Class A shares were distributed across four ICONIQ vehicles.

Were the shares sold on the open market?

No. The shares were transferred for no consideration to limited partners under Rules 16a-13 and 16a-9.

Does ICONIQ remain a 10 % owner after the transfers?

Yes. Post-distribution, ICONIQ-affiliated funds still collectively hold several million TTAN shares, maintaining 10 %-plus ownership.

Could the distributions increase TTAN’s public float?

Possibly. The shares are now held by a wider group of LPs who may choose to sell independently in the future.

What was the transaction date reported?

All distributions occurred on 03 July 2025 and were filed on 08 July 2025.

[Form 4] ServiceTitan, Inc. Insider Trading Activity

Insights

FAQ

How many ServiceTitan (TTAN) shares were distributed in this Form 4?

Were the shares sold on the open market?

Does ICONIQ remain a 10 % owner after the transfers?

Could the distributions increase TTAN’s public float?

What was the transaction date reported?

NASDAQ:TTAN

TTAN Rankings

TTAN Latest News

TTAN Latest SEC Filings

TTAN Stock Data

Trending News

[Form 4] ServiceTitan, Inc. Insider Trading Activity

Insights

Insider Transactions Analyst neutral

Portfolio Manager neutral

FAQ

How many ServiceTitan (TTAN) shares were distributed in this Form 4?

Were the shares sold on the open market?

Does ICONIQ remain a 10 % owner after the transfers?

Could the distributions increase TTAN’s public float?

What was the transaction date reported?

NASDAQ:TTAN

TTAN Rankings

TTAN Latest News

TTAN Latest SEC Filings

TTAN Stock Data