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VIA Transportation Inc.

09/11/2025 | Press release | Distributed by Public on 09/11/2025 19:14

Initial Statement of Beneficial Ownership (Form 3)

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:

3235-0104

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Peres Nechemia Jacob

2. Date of Event Requiring Statement (Month/Day/Year)
09/11/2025

3. Issuer Name and Ticker or Trading Symbol
Via Transportation, Inc. [VIA]

(Last)

(First)

(Middle)

C/O VIA TRANSPORTATION, INC., 114 5TH AVE, 17TH FLOOR

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

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

(Street)

NEW YORK, NY 10011

6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾	5,434⁽²⁾	D
Common Stock⁽¹⁾	10,165	I	By Pitango Venture Capital Fund VI, L.P.⁽³⁾
Common Stock⁽¹⁾	3,191	I	By Pitango Continuation Fund 2021, LP⁽³⁾
Common Stock⁽¹⁾	33	I	By Pitango Principals Continuation Fund 2021, LP.⁽³⁾
Common Stock⁽¹⁾	14,646	I	By Pitango Growth Fund I, L.P.⁽³⁾
Common Stock⁽¹⁾	1,309	I	By Pitango Venture Capital Fund VI-A, L.P.⁽³⁾
Common Stock⁽¹⁾	242	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽³⁾
Common Stock⁽¹⁾	294	I	By Pitango Growth Principals Fund I, L.P.⁽³⁾
Common Stock⁽¹⁾	623	I	By Pitango Growth Principals Fund II, L.P.⁽³⁾
Common Stock⁽¹⁾	26,294	I	By Pitango Growth Fund II, L.P.⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	1,782,913	⁽⁴⁾	I	By Pitango Venture Capital Fund VI, L.P.⁽³⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	559,580	⁽⁴⁾	I	By Pitango Continuation Fund 2021, LP⁽³⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	5,653	⁽⁴⁾	I	By Pitango Principals Continuation Fund 2021, LP⁽³⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	229,685	⁽⁴⁾	I	By Pitango Venture Capital Fund VI-A, L.P.⁽³⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	42,538	⁽⁴⁾	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	234,873	⁽⁴⁾	I	By Pitango Venture Capital Fund VI, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	73,717	⁽⁴⁾	I	By Pitango Continuation Fund 2021, LP⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	744	⁽⁴⁾	I	By Pitango Principals Continuation Fund 2021, LP⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	1,370,024	⁽⁴⁾	I	By Pitango Growth Fund I, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	30,257	⁽⁴⁾	I	By Pitango Venture Capital Fund VI-A, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	5,605	⁽⁴⁾	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	27,499	⁽⁴⁾	I	By Pitango Growth Principals Fund I, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	529	⁽⁴⁾	I	By Pitango Growth Principals Fund II, L.P.⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	22,324	⁽⁴⁾	I	By Pitango Growth Fund II, L.P.⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	19,751	⁽⁴⁾	I	By Pitango Venture Capital Fund VI, L.P.⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	6,199	⁽⁴⁾	I	By Pitango Continuation Fund 2021, LP⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	62	⁽⁴⁾	I	By Pitango Principals Continuation Fund 2021, LP⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	28,457	⁽⁴⁾	I	By Pitango Growth Fund I, L.P.⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	2,544	⁽⁴⁾	I	By Pitango Venture Capital Fund VI-A, L.P.⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock⁽¹⁾	472	⁽⁴⁾	I	By Pitango Venture Capital Principals Fund VI, L.P.⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Peres Nechemia Jacob C/O VIA TRANSPORTATION, INC. 114 5TH AVE, 17TH FLOOR NEW YORK, NY 10011	X

Signatures

/s/ Erin H. Abrams, as attorney-in-fact		09/11/2025
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	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.
(2)	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.
(3)	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.
(4)	Each share of Series B, C and D Preferred Stock will 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.
Remarks: Due to the limitation on the number of transactions that can be reported on a single Form 3, this Form 3 is the first of two being filed by the reporting persons on the date hereof. Exhibit 24 - Power of Attorney

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

VIA Transportation Inc. published this content on September 11, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on September 12, 2025 at 01:14 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]

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