Sec Form 3 Filing - Fain Clara @ Via Transportation, Inc. - 2025-09-11

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Fain Clara 2. Issuer Name and Ticker or Trading Symbol Via Transportation, Inc. [ VIA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O VIA TRANSPORTATION, INC., 114 5TH AVE, 17TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/11/2025 (Street) NEW YORK, NY10011 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ( 1 ) 707,977 ( 2 ) ( 3 ) ( 4 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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) $ 3.73 ( 5 ) 05/08/2026 Common Stock ( 1 ) 80,716 D Stock Option (right to buy) $ 6.57 ( 5 ) 06/26/2028 Common Stock ( 1 ) 54,860 D Stock Option (right to buy) $ 8.099 ( 5 ) 06/18/2029 Common Stock ( 1 ) 90,000 D Stock Option (right to buy) $ 7.483 ( 5 ) 09/09/2030 Common Stock ( 1 ) 325,000 D Stock Option (right to buy) $ 13.15 ( 6 ) 06/30/2032 Common Stock ( 1 ) 200,000 D Stock Option (right to buy) $ 15.71 ( 7 ) 02/18/2034 Common Stock ( 1 ) 250,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fain Clara C/O VIA TRANSPORTATION, INC. 114 5TH AVE, 17TH FLOOR NEW YORK, NY10011 Chief Financial Officer Signatures /s/ Erin H. Abrams, as attorney-in-fact 09/11/2025 Signature of Reporting Person Date

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 Common Stock will be reclassified into one share of Class A Common Stock. ( 2 )Includes 195,652 restricted stock units ("RSUs"), which vest over a three-year term, with one-third of the award vesting on September 11, 2026 and the remaining portion vesting in quarterly installments thereafter. Each RSU represents a contingent right to receive one share of Class A Common Stock. ( 3 )(1/2) Includes 434,782 performance-based restricted stock units ("PSUs"), which vest based on certain service-based and stock price-based vesting conditions, with the stock price-based vesting condition comprised of seven tranches that are eligible to vest based on the achievement of certain specified stock price targets. The performance period for each tranche begins upon the IPO Closing and ends on the seventh anniversary of the IPO Closing. ( 4 )(2/2) As to any portion of the award that satisfies the stock price-based vesting condition, the service-based vesting condition will be satisfied in seven substantially equal installments on each of the first seven anniversaries of the IPO Closing, so long as the Reporting Person is in continuous service through each applicable vesting date as the Issuer's Chief Financial Officer or in certain other eligible positions as mutually agreed by the Reporting Person and the Compensation Committee of the Issuer's board of directors. Each PSU 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 vests in 48 equal monthly installments beginning on July 1, 2022. ( 7 )The stock option vests in 48 equal monthly installments beginning on January 1, 2024.

Remarks: Exhibit 24 - Power of Attorney

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