Navan, Inc.·4

Jun 15, 8:25 PM ET

Lightspeed Venture Partners X, L.P. 4

4 · Navan, Inc. · Filed Jun 15, 2026

Research Summary

AI-generated summary of this filing

Updated

Navan (NAVN) — Lightspeed Venture Partners X (10% Owner) Sells Shares

What happened

  • Lightspeed Venture Partners X, L.P. (a reported 10% owner / institutional investor) disposed of Navan (NAVN) shares via in-kind distributions and open-market sales. On June 11 it made pro rata, in‑kind distributions of 3,504,825 and 2,228,940 shares (code J) for $0 (no cash exchanged). Between June 12 and June 15 Lightspeed sold open‑market lots of 197,748; 822,069; 83; 573,572; and 430,659 shares at reported prices that generated approximately $40,862,526 in proceeds (combined sales).
  • These actions are sales/distributions (not purchases) and reflect institutional portfolio actions rather than an executive insider buying or exercising options.

Key details

  • Transaction dates and key prices:
    • 2026-06-11: 3,504,825 shares and 2,228,940 shares — in‑kind distributions (code J), $0 proceeds (F1/F3).
    • 2026-06-12: 197,748 shares @ $19.77 → $3,909,478 (S)
    • 2026-06-12: 822,069 shares @ $20.06 → $16,490,704 (S)
    • 2026-06-12: 83 shares @ $20.91 → $1,736 (S)
    • 2026-06-15: 573,572 shares @ $20.19 → $11,580,419 (S)
    • 2026-06-15: 430,659 shares @ $20.62 → $8,880,189 (S)
    • Total reported cash proceeds from open‑market sales ≈ $40,862,526.
  • Shares owned after transaction: Not specified in the provided Form 4 excerpt.
  • Notable footnotes:
    • F1/F3: The $0 dispositions were pro rata, in‑kind distributions to the fund’s partners (not sales).
    • F10/F5/F7/F8/F9: Several reported prices are weighted averages covering multiple execution prices; detailed per‑trade prices are available from the filer on request.
    • F11–F13 and related notes describe the Lightspeed fund/GP ownership structure and disclaimers of beneficial ownership by certain GP entities.
  • Filing timing and scope: Form filed 2026-06-15 reporting transactions dated June 11–15. This filing is the first of two Forms 4 covering the same events because more than 10 related reporting persons are involved. No late‑filing flag is shown in the provided data.

Context

  • Institutional manager action: Lightspeed X is a venture fund / 10% owner — these in‑kind distributions and open‑market sales reflect fund-level liquidity/ownership adjustments, not an individual corporate officer’s trading signal.
  • In‑kind distributions (code J) are transfers to partners and do not represent market sentiment via a sale for cash.
  • For retail investors, purchases by insiders tend to be more informative; large institutional disposals can reflect portfolio reallocations or distributions rather than negative views on the company.

Insider Transaction Report

Form 4
Period: 2026-06-11
Transactions
  • Other

    Class A Common Stock

    [F1][F2]
    2026-06-113,504,82519,860,677 total(indirect: By Lightspeed Venture Partners X, L.P.)
  • Other

    Class A Common Stock

    [F3][F4]
    2026-06-112,228,94012,630,655 total(indirect: By Lightspeed Venture Partners Select II, L.P.)
  • Sale

    Class A Common Stock

    [F5][F6]
    2026-06-12$19.77/sh197,748$3,909,4784,583,241 total(indirect: By Lightspeed Opportunity Fund, L.P.)
  • Sale

    Class A Common Stock

    [F7][F6]
    2026-06-12$20.06/sh822,069$16,490,7043,761,172 total(indirect: By Lightspeed Opportunity Fund, L.P.)
  • Sale

    Class A Common Stock

    [F8][F6]
    2026-06-12$20.91/sh83$1,7363,761,089 total(indirect: By Lightspeed Opportunity Fund, L.P.)
  • Sale

    Class A Common Stock

    [F9][F6]
    2026-06-15$20.19/sh573,572$11,580,4193,187,517 total(indirect: By Lightspeed Opportunity Fund, L.P.)
  • Sale

    Class A Common Stock

    [F10][F6]
    2026-06-15$20.62/sh430,659$8,880,1892,756,858 total(indirect: By Lightspeed Opportunity Fund, L.P.)
Holdings
  • Class A Common Stock

    [F11]
    (indirect: By Lightspeed Affiliates X, L.P.)
    192,885
  • Class A Common Stock

    [F12]
    (indirect: By Lightspeed Strategic Partners I L.P.)
    587,965
  • Class A Common Stock

    [F13]
    (indirect: By Lightspeed Venture Partners Select III, L.P.)
    6,134,518
Footnotes (13)
  • [F1]Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Lightspeed Venture Partners X, L.P. ("Lightspeed X") to its general partner and limited partners without additional consideration. The general partner further distributed the shares received in this distribution to its limited partners on a pro rata basis for no consideration.
  • [F10]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.3856 to $20.89 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F11]Shares are held by Lightspeed Affiliates X, L.P. ("Affiliates X"). LGP X is the general partner of Affiliates X. LUGP X is the general partner of LGP X. Each of LGP X and LUGP X disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
  • [F12]Shares are held by Lightspeed Strategic Partners I L.P. ("Strategic"). Lightspeed Strategic Partners General Partner I L.P. ("LGP Strategic") is the general partner of Strategic. Lightspeed Strategic Partners Ultimate General Partner I L.L.C. ("LUGP Strategic") is the general partner of LGP Strategic. Each of LGP Strategic and LUGP Strategic disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
  • [F13]Shares are held by Lightspeed Venture Partners Select III, L.P. ("Lightspeed Select III"). Lightspeed General Partner Select III, L.P. ("LGP Select III") is the general partner of Lightspeed Select III. Lightspeed Ultimate General Partner Select III, Ltd. ("LUGP Select III") is the general partner of LGP Select III. Each of LGP Select III and LUGP Select III disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
  • [F2]Shares are held by Lightspeed X. Lightspeed General Partner X, L.P. ("LGP X") is the general partner of Lightspeed X. Lightspeed Ultimate General Partner X, Ltd. ("LUGP X") is the general partner of LGP X. Each of LGP X and LUGP X disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
  • [F3]Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Lightspeed Venture Partners Select II, L.P. ("Lightspeed Select II") to its general partner and limited partners without additional consideration. The general partner further distributed the shares received in this distribution to its limited partners on a pro rata basis for no consideration.
  • [F4]Shares are held by Lightspeed Select II. Lightspeed General Partner Select II, L.P. ("LGP Select II") is the general partner of Lightspeed Select II. Lightspeed Ultimate General Partner Select II, Ltd. ("LUGP Select II") is the general partner of LGP Select II. Each of LGP Select II and LUGP Select II disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
  • [F5]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.8748 to $19.8741 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F6]Shares are held by Lightspeed Opportunity Fund, L.P. ("Opportunity"). Lightspeed General Partner Opportunity Fund, L.P. ("LGP Opportunity") is the general partner of Opportunity. Lightspeed Ultimate General Partner Opportunity Fund, Ltd. ("LUGP Opportunity") is the general partner of LGP Opportunity. Each of LGP Opportunity and LUGP Opportunity disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
  • [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.8752 to $20.8701 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.90 to $20.9127 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F9]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.385 to $20.3849 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Documents

1 file
  • 4
    form4-06162026_120602.xmlPrimary