Sec Form 4 Filing - Dinur Arnon @ Via Transportation, Inc. - 2025-09-15

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Dinur Arnon
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)
(Last) (First) (Middle)
C/O VIA TRANSPORTATION, INC., 114 5TH AVE, 17TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
09/15/2025
(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 09/15/2025 C 659,229 A 815,479 I By 83North VII LP ( 2 ) ( 3 )
Common Stock 09/15/2025 C 4,323,258 A 4,368,121 I By 83North II Limited Partnership ( 2 ) ( 3 )
Common Stock 09/15/2025 C 484,076 A 573,801 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Common Stock 09/15/2025 C 485,756 A 485,756 I By 83North FXV Limited Partnership ( 2 ) ( 3 )
Common Stock 09/15/2025 J( 4 ) 5,434 D 0 D
Common Stock 09/15/2025 J( 4 ) 815,479 D 0 I By 83North VII LP ( 2 ) ( 3 )
Common Stock 09/15/2025 J( 4 ) 4,368,121 D 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Common Stock 09/15/2025 J( 4 ) 573,801 D 0 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Common Stock 09/15/2025 J( 4 ) 485,756 D 0 I By 83North FXV Limited Partnership ( 2 ) ( 3 )
Class A Common Stock 09/15/2025 J( 4 ) 5,434 ( 5 ) A 5,434 D
Class A Common Stock 09/15/2025 J( 4 ) 815,479 A 815,479 I By 83North VII LP ( 2 ) ( 3 )
Class A Common Stock 09/15/2025 J( 4 ) 4,368,121 A 4,368,121 I By 83North II Limited Partnership ( 2 ) ( 3 )
Class A Common Stock 09/15/2025 J( 4 ) 573,801 A 573,801 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Class A Common Stock 09/15/2025 J( 4 ) 485,756 A 485,756 I By 83North FXV Limited Partnership ( 2 ) ( 3 )
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
Series A Preferred Stock ( 1 ) 09/15/2025 C 3,038,251 ( 1 ) ( 1 ) Common Stock 3,038,251 $ 0 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Series B Preferred Stock ( 1 ) 09/15/2025 C 911,435 ( 1 ) ( 1 ) Common Stock 911,435 $ 0 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Series C Preferred Stock ( 1 ) 09/15/2025 C 114,975 ( 1 ) ( 1 ) Common Stock 114,975 $ 0 0 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Series C Preferred Stock ( 1 ) 09/15/2025 C 32,647 ( 1 ) ( 1 ) Common Stock 32,647 $ 0 0 I By 83North FXV III Limited Partnership ( 2 )
Series D Preferred Stock ( 1 ) 09/15/2025 C 171,536 ( 1 ) ( 1 ) Common Stock 171,536 $ 0 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Series D Preferred Stock ( 1 ) 09/15/2025 C 284,980 ( 1 ) ( 1 ) Common Stock 284,980 $ 0 0 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Series E Preferred Stock ( 1 ) 09/15/2025 C 2,477 ( 1 ) ( 1 ) Common Stock 2,477 $ 0 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Series E Preferred Stock ( 1 ) 09/15/2025 C 4,956 ( 1 ) ( 1 ) Common Stock 4,956 $ 0 0 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Series E Preferred Stock ( 1 ) 09/15/2025 C 485,756 ( 1 ) ( 1 ) Common Stock 485,756 $ 0 0 I By 83North FXV Limited Partnership ( 2 ) ( 3 )
Series F Preferred Stock ( 1 ) 09/15/2025 C 80,747 ( 1 ) ( 1 ) Common Stock 80,747 $ 0 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Series F Preferred Stock ( 1 ) 09/15/2025 C 161,493 ( 1 ) ( 1 ) Common Stock 161,493 $ 0 0 I By 83North FXV III Limited Partnership ( 2 ) ( 3 )
Series G-1 Preferred Stock ( 1 ) 09/15/2025 C 659,229 ( 1 ) ( 1 ) Common Stock 659,229 $ 0 0 I By 83North VII LP ( 2 ) ( 3 )
Series G-1 Preferred Stock ( 1 ) 09/15/2025 C 3,837 ( 1 ) ( 1 ) Common Stock 3,837 $ 0 0 I By 83North II Limited Partnership ( 2 ) ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dinur Arnon
C/O VIA TRANSPORTATION, INC.
114 5TH AVE, 17TH FLOOR
NEW YORK, NY10011
X
Signatures
/s/ Erin H. Abrams, as attorney-in-fact 09/15/2025
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 Series A, B, C, D, E, F and G-1 Preferred Stock was automatically converted into Common Stock on a 1:1 basis.
( 2 )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.
( 3 )Each of 83North II Manager, Ltd. ("83North II Manager"), the ultimate general partner of 83North II Limited Partnership ("83North II"), and 83North II G.P., L.P., the general partner of 83North II, have combined voting and investment power over the shares held by 83North II. Each of 83North 2019 Manager, Ltd., the ultimate general partner of 83North FXV Limited Partnership ("83North FXV"), and 83North 2019 G.P. L.P., the general partner of 83North FXV, have combined voting and investment power over the shares held by 83North FXV. Each of 83North FXV Manager, Ltd. ("83North FXV Manager"), the ultimate general partner of 83North VII LP ("83North VII") and 83North FXV III Limited Partnership ("83North FXV III"), and 83North FXV III G.P. L.P., the general partner of 83North FXV III and 83North VII, have combined voting and investment power over the shares held by 83North FXV III and 83North VII. (cont'd in Footnote 4)
( 4 )(cont'd from Footnote 3) The Reporting Person is the Partner of each of the foregoing entities and 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.
( 5 )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.

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.