Sec Form 3 Filing - Bessemer Venture Partners VIII L.P. @ ServiceTitan, Inc. - 2024-12-11

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
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1. Name and Address of Reporting Person
Bessemer Venture Partners VIII L.P.
2. Issuer Name and Ticker or Trading Symbol
ServiceTitan, Inc. [ TTAN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O BESSEMER VENTURE PARTNERS, 1865 PALMER AVENUE, SUITE 104
3. Date of Earliest Transaction (MM/DD/YY)
12/11/2024
(Street)
LARCHMONT, NY10538
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 ( 1 ) 80,999 I See footnote ( 2 ) ( 3 ) ( 4 )
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-3 Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock ( 1 ) 8,135,210 I See footnote ( 3 ) ( 4 ) ( 6 )
Series C Preferred Stock ( 7 ) ( 7 ) ( 7 ) Common Stock ( 1 ) 343,744 I See footnote ( 3 ) ( 4 ) ( 8 )
Series D Preferred Stock ( 9 ) ( 9 ) ( 9 ) Common Stock ( 1 ) 190,151 I See footnote ( 3 ) ( 4 ) ( 10 )
Series F Preferred Stock ( 11 ) ( 11 ) ( 11 ) Common Stock ( 1 ) 115,612 I See footnote ( 3 ) ( 4 ) ( 12 )
Series G Preferred Stock ( 13 ) ( 13 ) ( 13 ) Common Stock ( 1 ) 129,573 I See footnote ( 3 ) ( 4 ) ( 14 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bessemer Venture Partners VIII L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT, NY10538
X
Bessemer Venture Partners VIII Institutional L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT, NY10538
X
15 Angels II LLC
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT, NY10538
X
Cloud All Star Fund, LP
180 LYTTON AVENUE
PALO ALTO, CA94301
X
Deer VIII & Co. Ltd.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT, NY10538
X
Deer VIII & Co. L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT, NY10538
X
Signatures
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII L.P. 12/11/2024
Signature of Reporting Person Date
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII Institutional L.P. 12/11/2024
Signature of Reporting Person Date
/s/ Scott Ring, Authorized Person of 15 Angels II LLC 12/11/2024
Signature of Reporting Person Date
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd. 12/11/2024
Signature of Reporting Person Date
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P. 12/11/2024
Signature of Reporting Person Date
/s/ John Ailanjian, Managing Member & Authorized Signatory of Cloud All Star Fund GP, LLC, the General Partner of Cloud All Start Fund, L.P. 12/11/2024
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, each share of Common Stock shall be reclassified into one share of Class A Common Stock.
( 2 )Consists of 79,999 shares of Common Stock held by 15 Angels II LLC ("15 Angels") and 1,000 shares of Common Stock held by Cloud All Star Fund, L.P. ("CASF").
( 3 )Certain affiliates of 15 Angels, Bessemer Venture Partners VIII Institutional LP ("Bessemer Institutional VIII"), Bessemer Venture Partners VIII, L.P. ("Bessemer VIII" and, together with Bessemer Institutional VIII and 15 Angels, the "Bessemer Entities") own a material interest in Cloud All Star Fund GP, LLC, the general partner of CASF, which has voting and dispositive power with respect to the shares held by CASF. 15 Angels is a subsidiary of Bessemer VIII Institutional. Deer VIII & Co. L.P. ("Deer VIII L.P.") is the general partner of Bessemer VIII and Bessemer VIII Institutional. Deer VIII & Co. Ltd. ("Deer VIII Ltd.") is the general partner of Deer VIII L.P. Byron Deeter, David Cowan, Jeremy Levine, Robert P. Goodman, Scott Ring, Sandra Grippo and Robert M. Stavis are the directors of Deer VIII Ltd. and hold voting and dispositive power for the Bessemer Entities.
( 4 )(continued) Investment and voting decisions with respect to the securities held by the Bessemer Entities are made by the directors of Deer VIII Ltd. acting as an investment committee.
( 5 )Each share of Series A-3 Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.
( 6 )Consists of 4,441,825 shares of Series A-3 Preferred Stock held by Bessemer Institutional VIII and 3,693,385 shares of Series A-3 Preferred Stock held by Bessemer VIII.
( 7 )Each share of Series C Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.
( 8 )Consists of 187,684 shares of Series C Preferred Stock held by Bessemer Institutional VIII and 156,060 shares of Series C Preferred Stock held by Bessemer VIII.
( 9 )Each share of Series D Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.
( 10 )Consists of 103,822 shares of Series D Preferred Stock held by Bessemer Institutional VIII and 86,329 shares of Series D Preferred Stock held by Bessemer VIII.
( 11 )Each share of Series F Preferred Stock shall automatically convert into Common Stock on an approximately 1:1.02 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date. The shares of Series F Preferred Stock reported in Table II above are reported on an as-converted basis. The conversion rate is subject to adjustment as provided in the Issuer's Amended and Restated Certificate of Incorporation.
( 12 )Consists of 62,346 shares of Series F Preferred Stock held by Bessemer Institutional VIII, 51,840 shares of Series F Preferred Stock held by Bessemer VIII, and 1,426 shares of Series F Preferred Stock held by CASF.
( 13 )Each share of Series G Preferred Stock shall automatically convert into Common Stock on an approximately 1:1.03 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date. The shares of Series G Preferred Stock reported in Table II above are reported on an as-converted basis. The conversion rate is subject to adjustment as provided in the Issuer's Amended and Restated Certificate of Incorporation.
( 14 )Consists of 129,573 shares of Series G Preferred Stock held by 15 Angels.

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