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Via Transportation Form 4: Pitango Funds Sell 388,645 Shares; Preferred Conversions

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Reporting person: Nechemia Jacob Peres, a partner of the general partners of multiple Pitango investment funds, reported transactions for Via Transportation, Inc. (VIA) on 09/15/2025. The Form 4 shows a series of sales of Class A common stock by entities controlled by the reporting person, with reported sale price $43.10 per share. Aggregating the non-derivative entries, the filing shows 388,645 shares sold on that date. The filing also reports conversions of various preferred-series holdings into common stock (noting the IPO-triggered 1:1 conversion), including a 509,391-share conversion by Pitango Growth Fund I, L.P., and multiple other conversions across Series E, F and G-1 held by Pitango funds. The reporting person disclaims direct beneficial ownership except to the extent of any pecuniary interest; the transactions are reported as indirect holdings via the listed Pitango entities.

Positive

  • None.

Negative

  • The filing shows 388,645 Class A shares sold on 09/15/2025 at $43.10 per share by entities controlled by the reporting person.
  • Large conversions of preferred shares into common stock occurred at a 1:1 ratio immediately prior to the IPO, including 509,391 shares converted by Pitango Growth Fund I, L.P.

Insights

TL;DR: Reporting person executed sizable, indirect sales totaling 388,645 Class A shares at $43.10 on 09/15/2025; preferred shares converted 1:1 at IPO.

The Form 4 documents material disposition activity by entities controlled by the reporting person tied to Via Transportation's IPO sequence. Non-derivative sales show 388,645 Class A shares sold at $43.10 each, reported as indirect holdings through multiple Pitango funds. Separately, the filing records conversion of several preferred series into common stock on a 1:1 basis immediately prior to the IPO, including a notable 509,391-share Series E conversion by Pitango Growth Fund I, L.P. These items are transaction-level facts; the filing includes a standard disclaimer of beneficial ownership by the reporting person except for any pecuniary interest.

TL;DR: Multiple indirect dispositions and preferred-to-common conversions were reported by a partner controlling Pitango fund GPs; ownership remains indirect per filing.

The disclosure clarifies the reporting person's role as partner of the general partners for several Pitango funds and confirms voting and investment power over the reported securities. The document reports sales across several fund-held Class A positions and lists conversions of Series B–G-1 preferred stock into common stock tied to the IPO closing. The filing includes the reporting person’s customary disclaimer of beneficial ownership for Section 16 purposes and notes this is the second Form 4 filed that day due to transaction-reporting limits.

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).
1. Name and Address of Reporting Person*
Peres Nechemia Jacob

(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
Class A Common Stock 09/15/2025 S 48,160 D $43.1 635,959 I By Pitango Continuation Fund 2021, LP(1)
Class A Common Stock 09/15/2025 S 135,339 D $43.1 1,787,179 I By Pitango Growth Fund I, L.P.(1)
Class A Common Stock 09/15/2025 S 24,489 D $43.1 323,375 I By Pitango Growth Fund II, L.P.(1)
Class A Common Stock 09/15/2025 S 2,717 D $43.1 35,870 I By Pitango Growth Principals Fund I, L.P.(1)
Class A Common Stock 09/15/2025 S 580 D $43.1 7,663 I By Pitango Growth Principals Fund II, L.P.(1)
Class A Common Stock 09/15/2025 S 486 D $43.1 6,425 I By Pitango Principals Continuation Fund 2021, LP(1)
Class A Common Stock 09/15/2025 S 153,444 D $43.1 2,026,270 I By Pitango Venture Capital Fund VI, L.P.(1)
Class A Common Stock 09/15/2025 S 19,768 D $43.1 261,032 I By Pitango Venture Capital Fund VI-A, L.P.(1)
Class A Common Stock 09/15/2025 S 3,662 D $43.1 48,344 I By Pitango Venture Capital Principals Fund VI, L.P.(1)
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
Series E Preferred Stock (2) 09/15/2025 C 419 (2) (2) Common Stock 419 $0 0 I By Pitango Principals Continuation Fund 2021, LP(1)
Series E Preferred Stock (2) 09/15/2025 C 509,391 (2) (2) Common Stock 509,391 $0 0 I By Pitango Growth Fund I, L.P.(1)
Series E Preferred Stock (2) 09/15/2025 C 17,005 (2) (2) Common Stock 17,005 $0 0 I By Pitango Venture Capital Fund VI-A, L.P.(1)
Series E Preferred Stock (2) 09/15/2025 C 3,149 (2) (2) Common Stock 3,149 $0 0 I By Pitango Venture Capital Principals Fund VI, L.P.(1)
Series E Preferred Stock (2) 09/15/2025 C 10,223 (2) (2) Common Stock 10,223 $0 0 I By Pitango Growth Principals Fund I, L.P.(1)
Series E Preferred Stock (2) 09/15/2025 C 80 (2) (2) Common Stock 80 $0 0 I By Pitango Growth Principals Fund II, L.P.(1)
Series E Preferred Stock (2) 09/15/2025 C 3,389 (2) (2) Common Stock 3,389 $0 0 I By Pitango Growth Fund II, L.P.(1)
Series F Preferred Stock (2) 09/15/2025 C 1,122 (2) (2) Common Stock 1,122 $0 0 I By Pitango Growth Principals Fund II, L.P.(1)
Series F Preferred Stock (2) 09/15/2025 C 47,326 (2) (2) Common Stock 47,326 $0 0 I By Pitango Growth Fund II, L.P.(1)
Series G-1 Preferred Stock (2) 09/15/2025 C 1,271 (2) (2) Common Stock 1,271 $0 0 I By Pitango Growth Principals Fund II, L.P.(1)
Series G-1 Preferred Stock (2) 09/15/2025 C 53,663 (2) (2) Common Stock 53,663 $0 0 I By Pitango Growth Fund II, L.P.(1)
Explanation of Responses:
1. The Reporting Person is the Partner of each of the General Partners of Pitango Growth Fund I, L.P., Pitango Growth Fund II, L.P., Pitango Growth Principals Fund I, L.P., Pitango Growth Principals Fund II, L.P., Pitango Venture Capital Fund VI, L.P., Pitango Venture Capital Fund VI-A, L.P., Pitango Venture Capital Principals Fund VI, L.P., Pitango Continuation Fund 2021, L.P. and Pitango Principals Continuation Fund 2021, L.P. and, together with the other Partners, indirectly via the General Partner's power over said entities, exercises voting and investment power over the securities held by each of the foregoing entities. The Reporting Person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
2. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock (the "IPO Closing"), each share of Series B, C, D, E, F and G-1 Preferred Stock was automatically converted into Common Stock on a 1:1 basis.
Remarks:
Due to the limitation on the number of transactions that can be reported on a single Form 4, this Form 4 is the second of two being filed by the reporting person on the date hereof.
/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).
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.

FAQ

What did the Form 4 for Via Transportation (VIA) filed 09/15/2025 disclose?

The Form 4 discloses indirect sales of Class A common stock totaling 388,645 shares at $43.10 per share and conversions of multiple preferred series into common stock on a 1:1 basis tied to the IPO.

Who is the reporting person on the Form 4 for VIA?

The reporting person is Nechemia Jacob Peres, identified as a partner of the general partners of several Pitango funds and reporting indirect control over the securities.

Were the reported transactions direct or indirect holdings?

All reported holdings and transactions on this Form 4 are reported as indirect (I), held by various Pitango fund entities.

Did the Form 4 report any preferred-to-common conversions?

Yes. The filing states that Series B, C, D, E, F and G-1 preferred shares were automatically converted into common stock on a 1:1 basis immediately prior to the IPO closing.

Is the reporting person claiming beneficial ownership of the reported shares?

The reporting person expressly disclaims beneficial ownership of the securities except to the extent of any pecuniary interest, per the filing.
Via Transportation, Inc.

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