SEC FORM 4

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SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Peres Nechemia Jacob

(Last)

(First)

(Middle)

C/O VIA TRANSPORTATION, INC.

114 5TH AVE, 17TH FLOOR

(Street)

NEW YORK

10011

(City)

(State)

(Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/15/2025		C		680,928	A	⁽¹⁾	684,119	I	By Pitango Continuation Fund 2021, LP⁽²⁾
Common Stock	09/15/2025		C		1,907,872	A	⁽¹⁾	1,922,518	I	By Pitango Growth Fund I, L.P.⁽²⁾
Common Stock	09/15/2025		C		321,570	A	⁽¹⁾	347,864	I	By Pitango Growth Fund II, L.P.⁽²⁾
Common Stock	09/15/2025		C		38,293	A	⁽¹⁾	38,587	I	By Pitango Growth Principals Fund I, L.P.⁽²⁾
Common Stock	09/15/2025		C		7,620	A	⁽¹⁾	8,243	I	By Pitango Growth Principals Fund II, L.P.⁽²⁾
Common Stock	09/15/2025		C		6,878	A	⁽¹⁾	6,911	I	By Pitango Principals Continuation Fund 2021, LP.⁽²⁾
Common Stock	09/15/2025		C		2,169,549	A	⁽¹⁾	2,179,714	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Common Stock	09/15/2025		C		279,491	A	⁽¹⁾	280,800	I	By Pitango Venture Capital Fund VI-A, L.P.⁽²⁾
Common Stock	09/15/2025		C		51,764	A	⁽¹⁾	52,006	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		5,434	D	⁽³⁾	0	D
Common Stock	09/15/2025		J⁽³⁾		684,119	D	⁽³⁾	0	I	By Pitango Continuation Fund 2021, LP⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		1,922,518	D	⁽³⁾	0	I	By Pitango Growth Fund I, L.P.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		347,864	D	⁽³⁾	0	I	By Pitango Growth Fund II, L.P.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		38,587	D	⁽³⁾	0	I	By Pitango Growth Principals Fund I, L.P.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		8,243	D	⁽³⁾	0	I	By Pitango Growth Principals Fund II, L.P.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		6,911	D	⁽³⁾	0	I	By Pitango Principals Continuation Fund 2021, LP.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		2,179,714	D	⁽³⁾	0	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		280,800	D	⁽³⁾	0	I	By Pitango Venture Capital Fund VI-A, L.P.⁽²⁾
Common Stock	09/15/2025		J⁽³⁾		52,006	D	⁽³⁾	0	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		5,434⁽⁴⁾	A	⁽³⁾	5,434	D
Class A Common Stock	09/15/2025		J⁽³⁾		684,119	A	⁽³⁾	684,119	I	By Pitango Continuation Fund 2021, LP⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		1,922,518	A	⁽³⁾	1,922,518	I	By Pitango Growth Fund I, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		347,864	A	⁽³⁾	347,864	I	By Pitango Growth Fund II, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		38,587	A	⁽³⁾	38,587	I	By Pitango Growth Principals Fund I, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		8,243	A	⁽³⁾	8,243	I	By Pitango Growth Principals Fund II, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		6,911	A	⁽³⁾	6,911	I	By Pitango Principals Continuation Fund 2021, LP⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		2,179,714	A	⁽³⁾	2,179,714	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		280,800	A	⁽³⁾	280,800	I	By Pitango Venture Capital Fund VI-A, L.P.⁽²⁾
Class A Common Stock	09/15/2025		J⁽³⁾		52,006	A	⁽³⁾	52,006	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽²⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series B Preferred Stock	⁽¹⁾	09/15/2025		C			1,782,913	⁽¹⁾	⁽¹⁾	Common Stock	1,782,913	$0	0	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Series B Preferred Stock	⁽¹⁾	09/15/2025		C			559,580	⁽¹⁾	⁽¹⁾	Common Stock	559,580	$0	0	I	By Pitango Continuation Fund 2021, LP⁽²⁾
Series B Preferred Stock	⁽¹⁾	09/15/2025		C			5,653	⁽¹⁾	⁽¹⁾	Common Stock	5,653	$0	0	I	By Pitango Principals Continuation Fund 2021, LP⁽²⁾
Series B Preferred Stock	⁽¹⁾	09/15/2025		C			229,685	⁽¹⁾	⁽¹⁾	Common Stock	229,685	$0	0	I	By Pitango Venture Capital Fund VI-A, L.P.⁽²⁾
Series B Preferred Stock	⁽¹⁾	09/15/2025		C			42,538	⁽¹⁾	⁽¹⁾	Common Stock	42,538	$0	0	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			234,873	⁽¹⁾	⁽¹⁾	Common Stock	234,873	$0	0	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			73,717	⁽¹⁾	⁽¹⁾	Common Stock	73,717	$0	0	I	By Pitango Continuation Fund 2021, LP⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			744	⁽¹⁾	⁽¹⁾	Common Stock	744	$0	0	I	By Pitango Principals Continuation Fund 2021, LP⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			1,370,024	⁽¹⁾	⁽¹⁾	Common Stock	1,370,024	$0	0	I	By Pitango Growth Fund I, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			30,257	⁽¹⁾	⁽¹⁾	Common Stock	30,257	$0	0	I	By Pitango Venture Capital Fund VI-A, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			5,605	⁽¹⁾	⁽¹⁾	Common Stock	5,605	$0	0	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			27,499	⁽¹⁾	⁽¹⁾	Common Stock	27,499	$0	0	I	By Pitango Growth Principals Fund I, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			529	⁽¹⁾	⁽¹⁾	Common Stock	529	$0	0	I	By Pitango Growth Principals Fund II, L.P.⁽²⁾
Series C Preferred Stock	⁽¹⁾	09/15/2025		C			22,324	⁽¹⁾	⁽¹⁾	Common Stock	22,324	$0	0	I	By Pitango Growth Fund II, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			19,751	⁽¹⁾	⁽¹⁾	Common Stock	19,751	$0	0	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			6,199	⁽¹⁾	⁽¹⁾	Common Stock	6,199	$0	0	I	By Pitango Continuation Fund 2021, LP⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			62	⁽¹⁾	⁽¹⁾	Common Stock	62	$0	0	I	By Pitango Principals Continuation Fund 2021, LP⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			28,457	⁽¹⁾	⁽¹⁾	Common Stock	28,457	$0	0	I	By Pitango Growth Fund I, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			2,544	⁽¹⁾	⁽¹⁾	Common Stock	2,544	$0	0	I	By Pitango Venture Capital Fund VI-A, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			472	⁽¹⁾	⁽¹⁾	Common Stock	472	$0	0	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			571	⁽¹⁾	⁽¹⁾	Common Stock	571	$0	0	I	By Pitango Growth Principals Fund I, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			4,618	⁽¹⁾	⁽¹⁾	Common Stock	4,618	$0	0	I	By Pitango Growth Principals Fund II, L.P.⁽²⁾
Series D Preferred Stock	⁽¹⁾	09/15/2025		C			194,868	⁽¹⁾	⁽¹⁾	Common Stock	194,868	$0	0	I	By Pitango Growth Fund II, L.P.⁽²⁾
Series E Preferred Stock	⁽¹⁾	09/15/2025		C			132,012	⁽¹⁾	⁽¹⁾	Common Stock	132,012	$0	0	I	By Pitango Venture Capital Fund VI, L.P.⁽²⁾
Series E Preferred Stock	⁽¹⁾	09/15/2025		C			41,432	⁽¹⁾	⁽¹⁾	Common Stock	41,432	$0	0	I	By Pitango Continuation Fund 2021, LP⁽²⁾

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 B, C, D, E, F and G-1 Preferred Stock was automatically converted into Common Stock on a 1:1 basis.

2. 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.

3. 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.

4. 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.

Remarks:

Due to the limitation on the number of transactions that can be reported on a single Form 4, this Form 4 is the first of two being filed by the reporting person on the date hereof.

	/s/ Erin H. Abrams, as attorney-in-fact	09/15/2025
	** Signature of Reporting Person	Date
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