VIA Form 4: Preferred-to-Common Conversions and 5,434 RSUs Disclosed
Rhea-AI Filing Summary
Via Transportation, Inc. reported a Section 16 Form 4 for Nechemia Jacob Peres, a director, showing a series of ownership changes tied to the issuer's initial public offering on 09/15/2025. Multiple preferred share holdings across Pitango-affiliated funds were automatically converted 1:1 into Common Stock immediately prior to the IPO closing, and Common Stock positions were reclassified into Class A Common Stock. The filing lists specific share amounts by fund, including 2,169,549 Class A shares held by Pitango Venture Capital Fund VI, L.P., and other holdings across several Pitango funds. The report also discloses 5,434 restricted stock units that vest over 15 months beginning from a September 11, 2025 grant.
Positive
- Preferred shares were automatically converted 1:1 into Common Stock at the IPO closing, simplifying capital structure
- Common Stock was reclassified into Class A Common Stock, aligning holdings with the public share class
- 5,434 RSUs granted with clear vesting (80% at one year, remainder at 15 months) provide explicit compensation terms
Negative
- Multiple reported dispositions (reclassifications) reduced certain fund-level reported holdings to zero, which changes prior public reporting of those positions
- Significant concentration of converted shares in Pitango funds (e.g., 2,169,549 Class A by one fund) indicates sizeable insider-linked holdings remain indirect
Insights
TL;DR: Routine post-IPO reclassification and preferred-to-common conversions disclosed; primarily administrative, limited immediate market impact.
The Form 4 documents conversion of multiple series of preferred stock into Common Stock on a 1:1 basis at the IPO closing and the subsequent reclassification of Common into Class A Common Stock on 09/15/2025. The reporting person is a partner in multiple Pitango vehicle general partners and discloses indirect voting and investment power over the listed positions. The transactions appear to reflect corporate reorganization tied to the IPO rather than open-market trades; derivative holdings (former preferred) were converted to common-equivalent shares and RSUs were granted with a defined vesting schedule.
TL;DR: Disclosure clarifies beneficial ownership and governance ties across Pitango funds; important for transparency but not an adverse governance signal.
The filing clarifies that the reporting person, as partner of general partners for multiple Pitango funds, exercises voting and investment power indirectly and expressly disclaims direct beneficial ownership except to the extent of pecuniary interest. The report explicitly notes that many prior interests were reclassified or converted at IPO, and includes RSU grant mechanics. This strengthens public transparency about insider-related positions following the IPO restructuring.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series B Preferred Stock | 1,782,913 | $0.00 | -- |
| Conversion | Series B Preferred Stock | 559,580 | $0.00 | -- |
| Conversion | Series B Preferred Stock | 5,653 | $0.00 | -- |
| Conversion | Series B Preferred Stock | 229,685 | $0.00 | -- |
| Conversion | Series B Preferred Stock | 42,538 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 234,873 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 73,717 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 744 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 1,370,024 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 30,257 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 5,605 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 27,499 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 529 | $0.00 | -- |
| Conversion | Series C Preferred Stock | 22,324 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 19,751 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 6,199 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 62 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 28,457 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 2,544 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 472 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 571 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 4,618 | $0.00 | -- |
| Conversion | Series D Preferred Stock | 194,868 | $0.00 | -- |
| Conversion | Series E Preferred Stock | 132,012 | $0.00 | -- |
| Conversion | Series E Preferred Stock | 41,432 | $0.00 | -- |
| Conversion | Common Stock | 680,928 | $0.00 | -- |
| Conversion | Common Stock | 1,907,872 | $0.00 | -- |
| Conversion | Common Stock | 321,570 | $0.00 | -- |
| Conversion | Common Stock | 38,293 | $0.00 | -- |
| Conversion | Common Stock | 7,620 | $0.00 | -- |
| Conversion | Common Stock | 6,878 | $0.00 | -- |
| Conversion | Common Stock | 2,169,549 | $0.00 | -- |
| Conversion | Common Stock | 279,491 | $0.00 | -- |
| Conversion | Common Stock | 51,764 | $0.00 | -- |
| Other | Class A Common Stock | 5,434 | $0.00 | -- |
| Other | Common Stock | 684,119 | $0.00 | -- |
| Other | Common Stock | 1,922,518 | $0.00 | -- |
| Other | Common Stock | 347,864 | $0.00 | -- |
| Other | Common Stock | 38,587 | $0.00 | -- |
| Other | Common Stock | 8,243 | $0.00 | -- |
| Other | Common Stock | 6,911 | $0.00 | -- |
| Other | Common Stock | 2,179,714 | $0.00 | -- |
| Other | Common Stock | 280,800 | $0.00 | -- |
| Other | Common Stock | 52,006 | $0.00 | -- |
| Other | Class A Common Stock | 5,434 | $0.00 | -- |
| Other | Class A Common Stock | 684,119 | $0.00 | -- |
| Other | Class A Common Stock | 1,922,518 | $0.00 | -- |
| Other | Class A Common Stock | 347,864 | $0.00 | -- |
| Other | Class A Common Stock | 38,587 | $0.00 | -- |
| Other | Class A Common Stock | 8,243 | $0.00 | -- |
| Other | Class A Common Stock | 6,911 | $0.00 | -- |
| Other | Class A Common Stock | 2,179,714 | $0.00 | -- |
| Other | Class A Common Stock | 280,800 | $0.00 | -- |
| Other | Class A Common Stock | 52,006 | $0.00 | -- |
Footnotes (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 B, C, D, E, F and G-1 Preferred Stock was automatically converted into Common Stock on a 1:1 basis. 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. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share of Common Stock will be reclassified into one share of Class A Common Stock. 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.
