Via Transportation insider files conversions, RSUs, and exercisable options

Rhea-AI Filing Summary

Rivkin Charles H., a director of Via Transportation, Inc. (VIA), reported multiple non-derivative and derivative transactions dated 09/15/2025. Preferred shares converted into Common Stock and existing Common Stock was reclassified into Class A Common Stock in connection with the issuer's IPO closing. The reporting person, acting as trustee of the Rivkin/Tolson 2000 Trust, acquired 20,238 common shares and had 27,915 Class A shares held indirectly after reclassification. The filing also records automatic conversions of 16,201 Series E and 4,037 Series F preferred shares into common shares, and grants/changes to stock options totaling 130,000 option rights (two series of 65,000 each) with exercise prices of $8.099 and $15.71, of which one 65,000-option tranche is fully vested and immediately exercisable. The RSU component includes 5,434 restricted stock units that vest over 15 months following a September 11, 2025 grant.

Positive

• Automatic conversion of Series E and F preferred into common shares increased common-equivalent holdings as part of IPO mechanics
• Reclassification to Class A Common Stock resulted in an indirect holding of 27,915 Class A shares held by the Rivkin/Tolson 2000 Trust
• One 65,000-option tranche is fully vested and immediately exercisable, providing potential liquidity or retention flexibility for the holder
• 5,434 RSUs granted with structured vesting over 15 months, aligning incentives with continued service

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider holdings shifted via IPO-driven conversions and option activity; overall position appears maintained rather than liquidated.

The Form 4 documents routine equity adjustments tied to the issuer's IPO mechanics: automatic conversion of preferred shares and reclassification of pre-IPO common shares into Class A common stock, resulting in 27,915 Class A shares held indirectly by the trustee. Material option positions total 130,000 underlying shares across two exercise-price tranches; one 65,000 tranche is fully exercisable immediately, which could enable monetization or retention choices by the holder. The filing does not show open-market sales or purchases at market prices, only conversions, reclassifications, RSU grants, and option reporting connected with corporate events.

Corporate Governance Expert

TL;DR: Transactions reflect structural changes at IPO and trustee-held insider ownership; disclosure aligns with Section 16 reporting requirements.

The reporting person is identified as a director and reports indirect ownership via the Rivkin/Tolson 2000 Trust. Conversions of Series E/F preferred into common and reclassification into Class A shares are procedural steps typically tied to the IPO closing; the presence of vested, exercisable options and time‑vested RSUs is consistent with standard executive/director compensation. No departures, pledged shares, or related-party transfers beyond trustee holdings are disclosed.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Rivkin Charles H

(Last) (First) (Middle)

C/O VIA TRANSPORTATION, INC.

114 5TH AVE, 17TH FLOOR

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Via Transportation, Inc. [ VIA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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

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

X	Form filed by One Reporting Person
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2025		C		20,238	A	(1)	27,915	I	See footnote(2)
Common Stock	09/15/2025		J(3)		27,915	D	(3)	0	I	See footnote(2)
Class A Common Stock	09/15/2025		J(3)		27,915(4)	A	(3)	27,915	I	See footnote(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$8.099	09/15/2025		J(3)			65,000	(5)	06/18/2029	Common Stock	65,000	$0	0	D
Stock Option (right to buy)	$8.099	09/15/2025		J(3)		65,000		(5)	06/18/2029	Class A Common Stock	65,000	$0	65,000	D
Stock Option (right to buy)	$15.71	09/15/2025		J(3)			65,000	(6)	08/03/2033	Common Stock	65,000	$0	0	D
Stock Option (right to buy)	$15.71	09/15/2025		J(3)		65,000		(6)	08/03/2033	Class A Common Stock	65,000	$0	65,000	D
Series E Preferred Stock	(1)	09/15/2025		C			16,201	(1)	(1)	Common Stock	16,201	$0	0	I	See footnote(2)
Series F Preferred Stock	(1)	09/15/2025		C			4,037	(1)	(1)	Common Stock	4,037	$0	0	I	See footnote(2)

Explanation of Responses:

1. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock (the "IPO Closing"), each share of Series E and F Preferred Stock was automatically converted into Common Stock on a 1:1 basis.

2. The shares are held by Rivkin/Tolson 2000 Trust, for which the Reporting Person serves as trustee.

3. Immediately prior to the IPO Closing, each share of Common Stock was automatically reclassified into one share of Class A Common Stock pursuant to a reclassification exempt under Rule 16b-7.

4. Includes 5,434 restricted stock units ("RSUs"), which vest over a period of 15 months following the grant date of September 11, 2025, with 80% of the award vesting on the one-year anniversary of the grant date and the remaining portion vesting on the 15-month anniversary of the grant date. Each RSU represents a contingent right to receive one share of Class A Common Stock.

5. The shares underlying the stock option are fully vested and immediately exercisable.

6. The stock option has a vesting commencement date of April 12, 2023 and vests as follows: (a) 20,000 shares vest on April 12, 2024; then (b) 20,000 shares vest in equal monthly installments over the 12-month period following April 12, 2024; then (c) 15,000 shares vest in equal monthly installments over the following 12-month period; then (d) 10,000 shares vest in equal monthly installments over the following 12-month period, such that all of the shares subject to the stock option will be vested as of the fourth anniversary of April 12, 2023 (the vesting commencement date).

Remarks:

	/s/ Erin H. Abrams, as attorney-in-fact	09/15/2025
	** 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).
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FAQ

What did the Form 4 filed for VIA on 09/15/2025 disclose?

The Form 4 disclosed conversions of Series E and F preferred into common shares, reclassification of common into Class A, acquisition of 20,238 common shares, indirect ownership of 27,915 Class A shares, RSU grants of 5,434 units, and option reporting for 130,000 underlying shares.

How many Class A shares does Rivkin Charles H. beneficially own after the reported transactions?

27,915 Class A shares are reported as beneficially owned indirectly through the Rivkin/Tolson 2000 Trust.

Are any stock options exercisable immediately according to the filing?

Yes. One tranche of 65,000 stock options is fully vested and immediately exercisable.

What are the exercise prices and expirations of the reported options?

Two option tranches are reported: 65,000 at an exercise price of $8.099 (exercisable through 06/18/2029) and 65,000 at $15.71 (expiration 08/03/2033) with specified vesting schedules.

Who holds the reported shares and in what capacity?

The shares are held indirectly by the Rivkin/Tolson 2000 Trust, for which Rivkin Charles H. serves as trustee; the filing lists the reporting person as a director.