FTV VII, L.P. 4
4 · Neptune Insurance Holdings Inc. · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
Neptune Insurance (NP) 10% Owner FTV VII Sells Shares (~$159.45M)
What Happened
FTV VII, L.P., identified as a 10% owner of Neptune Insurance Holdings, Inc. (NP), sold a total of 6,039,850 shares of NP Class A common stock in two transactions tied to the company’s recent public offering. On 2026-05-15 it sold 5,252,044 shares at $26.40 each for $138,653,962, and on 2026-05-19 it sold 787,806 shares at $26.40 each for $20,798,078, for combined proceeds of approximately $159,452,040. These were sales (not purchases) and were conducted in connection with the issuer’s offering and the underwriters’ over-allotment option.
Key Details
- Transaction dates and prices:
- 2026-05-15: 5,252,044 shares @ $26.40 = $138,653,962 (sold pursuant to Offering per prospectus; Footnote F1)
- 2026-05-19: 787,806 shares @ $26.40 = $20,798,078 (sold pursuant to underwriters’ over-allotment option; Footnote F2)
- Total shares sold: 6,039,850; total proceeds ≈ $159,452,040.
- Shares held after sales (per filing, Footnote F3):
- FTV VII: 14,325,878
- FTV-NE Aggregator, LLC: 992,452
- Growth VII‑Centre, L.P.: 992,451
- Combined direct holdings after these transactions: 16,310,781 shares.
- Reporting structure (Footnote F4): FTV-NE Aggregator is managed by FTV VII; FTV VII is managed by FTV Management VII, L.P. Growth VII‑Centre is managed by FTV Management.
- Beneficial ownership disclaimer (Footnote F5): reporting persons disclaim beneficial ownership except to extent of pecuniary interest.
- Filing: Report filed 2026-05-19 covering trades on 2026-05-15 and 2026-05-19; this filing date is within the typical two-business-day Form 4 window and appears timely.
Context
These sales were executed in connection with Neptune’s May public offering (including the underwriters’ greenshoe/over-allotment), which often results in pre-arranged or underwriting-related sales by large holders; such transactions are routine for institutional investors and do not, by themselves, indicate management sentiment. Because this is a sale by a 10% institutional owner (not an executive/insider purchase), it’s a liquidity/market transaction rather than a direct signal of company prospects.
Insider Transaction Report
- Sale
Class A Common Stock
[F1][F3][F4][F5]2026-05-15$26.40/sh−5,252,044$138,653,962→ 17,098,587 total(indirect: See footnotes) - Sale
Class A Common Stock
[F2][F3][F4][F5]2026-05-19$26.40/sh−787,806$20,798,078→ 16,310,781 total(indirect: See footnotes)
Footnotes (5)
- [F1]These shares were sold in connection with the public offering of the Issuer's Class A Common Stock pursuant to the prospectus dated May 13, 2026 (the "Offering").
- [F2]These shares were sold pursuant to the underwriters' exercise of their over-allotment option in connection with the Offering.
- [F3]After giving effect to the sales reported in this statement, the shares of Class A Common Stock are directly held as follows: 14,325,878 by FTV VII, L.P. ("FTV VII"), 992,452 by FTV-NE Aggregator, LLC ("FTV-NE Aggregator") and 992,451 by Growth VII-Centre, L.P. ("Growth VII-Centre").
- [F4]FTV-NE Aggregator is managed by FTV VII, its sole member, which is managed by FTV Management VII, L.P. ("FTV Management"), its general partner. Growth VII-Centre is managed by FTV Management, its general partner.
- [F5]Each of the reporting persons disclaims beneficial ownership of the reported securities, except to the extent of such reporting person's pecuniary interest therein, if any. The filing of this statement shall not be deemed an admission by any reporting person of beneficial ownership of the reported securities.