SEC Form 4 · accession 0001231919-26-000642
Navan, Inc. · NAVN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2 | Jun 11, 2026 | J | 3,504,825 | $0.00 | D | 19,860,677 | I | By Lightspeed Venture Partners X, L.P. |
| Class A Common StockF4 | Jun 11, 2026 | J | 2,228,940 | $0.00 | D | 12,630,655 | I | By Lightspeed Venture Partners Select II, L.P. |
| Class A Common StockF5,F6 | Jun 12, 2026 | S | 197,748 | $19.77 | D | 4,583,241 | I | By Lightspeed Opportunity Fund, L.P. |
| Class A Common StockF7,F6 | Jun 12, 2026 | S | 822,069 | $20.06 | D | 3,761,172 | I | By Lightspeed Opportunity Fund, L.P. |
| Class A Common StockF8,F6 | Jun 12, 2026 | S | 83 | $20.91 | D | 3,761,089 | I | By Lightspeed Opportunity Fund, L.P. |
| Class A Common StockF9,F6 | Jun 15, 2026 | S | 573,572 | $20.19 | D | 3,187,517 | I | By Lightspeed Opportunity Fund, L.P. |
| Class A Common StockF10,F6 | Jun 15, 2026 | S | 430,659 | $20.62 | D | 2,756,858 | I | By Lightspeed Opportunity Fund, L.P. |
| Class A Common StockF11 | holding | — | — | — | 192,885 | I | By Lightspeed Affiliates X, L.P. | |
| Class A Common StockF12 | holding | — | — | — | 587,965 | I | By Lightspeed Strategic Partners I L.P. | |
| Class A Common StockF13 | holding | — | — | — | 6,134,518 | I | By Lightspeed Venture Partners Select III, L.P. |
Table II — derivative securities
Explanation of responses
- F1Represents 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.
- F10The 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.
- F11Shares 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.
- F12Shares 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.
- F13Shares 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.
- F2Shares 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.
- F3Represents 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.
- F4Shares 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.
- F5The 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.
- F6Shares 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.
- F7The 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.
- F8The 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.
- F9The 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.
Remarks
This Form 4 is the first of two Forms 4 filed relating to the same events. Combined, the two Form 4s report the holdings for the following Reporting Persons: Lightspeed Venture Partners X, L.P., Lightspeed Affiliates X, L.P., Lightspeed General Partner X, L.P., Lightspeed Ultimate General Partner X, Ltd., Lightspeed Opportunity Fund, L.P., Lightspeed General Partner Opportunity Fund, L.P., Lightspeed Ultimate General Partner Opportunity Fund, Ltd., Lightspeed Strategic Partners I L.P., Lightspeed Strategic Partners General Partner I L.P., Lightspeed Strategic Partners Ultimate General Partner I L.L.C., Lightspeed Venture Partners Select II, L.P., Lightspeed General Partner Select II, L.P., Lightspeed Ultimate General Partner Select II, Ltd., Lightspeed Venture Partners Select III, L.P., Lightspeed General Partner Select III, L.P. and Lightspeed Ultimate General Partner Select III, Ltd. This Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons.