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SEC FORM 4 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^*

BROWN MICHAEL MAURICE

(Last)

(First)

(Middle)

C/O BATTERY VENTURES

ONE MARINA PARK DRIVE, SUITE 1100

(Street)

BOSTON

02210

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ServiceTitan, Inc. [ TTAN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/13/2024

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

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

	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)
Class A Common Stock⁽¹⁾	12/13/2024		C		13,171	A	$0	20,371	I	By Battery Investment Partners Select Fund I, L.P.⁽²⁾
Class A Common Stock⁽¹⁾	12/13/2024		C		75,148	A	$0	82,803	I	By Battery Investment Partners XI, LLC⁽³⁾
Class A Common Stock⁽¹⁾	12/13/2024		C		133,199	A	$0	205,999	I	By Battery Ventures Select Fund I, L.P.⁽⁴⁾
Class A Common Stock⁽¹⁾	12/13/2024		C		1,684,785	A	$0	1,856,557	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Class A Common Stock⁽¹⁾	12/13/2024		C		1,621,643	A	$0	1,786,980	I	By Battery Ventures XI-A, L.P.⁽⁶⁾

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 F Preferred Stock	⁽⁷⁾	12/13/2024		C			10,063	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	10,595⁽⁸⁾	⁽⁷⁾	0	I	By Battery Investment Partners Select Fund I, L.P.⁽²⁾
Series G Preferred Stock	⁽⁷⁾	12/13/2024		C			2,420	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	2,576⁽⁸⁾	⁽⁷⁾	0	I	By Battery Investment Partners Select Fund I, L.P.⁽²⁾
Series A-1 Preferred Stock	⁽⁷⁾	12/13/2024		C			12,814	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	12,814	⁽⁷⁾	0	I	By Battery Investment Partners XI, LLC⁽³⁾
Series A-2 Preferred Stock	⁽⁷⁾	12/13/2024		C			19,213	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	19,213	⁽⁷⁾	0	I	By Battery Investment Partners XI, LLC⁽³⁾
Series A-3 Preferred Stock	⁽⁷⁾	12/13/2024		C			7,700	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	7,700	⁽⁷⁾	0	I	By Battery Investment Partners XI, LLC⁽³⁾
Series C Preferred Stock	⁽⁷⁾	12/13/2024		C			29,755	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	29,755	⁽⁷⁾	0	I	By Battery Investment Partners XI, LLC⁽³⁾
Series D Preferred Stock	⁽⁷⁾	12/13/2024		C			3,008	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	3,008	⁽⁷⁾	0	I	By Battery Investment Partners XI, LLC⁽³⁾
Series E Preferred Stock	⁽⁷⁾	12/13/2024		C			2,658	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	2,658	⁽⁷⁾	0	I	By Battery Investment Partners XI, LLC⁽³⁾
Series F Preferred Stock	⁽⁷⁾	12/13/2024		C			101,748	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	107,134⁽⁸⁾	⁽⁷⁾	0	I	By Battery Ventures Select Fund I, L.P.⁽⁴⁾
Series G Preferred Stock	⁽⁷⁾	12/13/2024		C			24,478	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	26,065⁽⁸⁾	⁽⁷⁾	0	I	By Battery Ventures Select Fund I, L.P.⁽⁴⁾
Series A-1 Preferred Stock	⁽⁷⁾	12/13/2024		C			287,246	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	287,246	⁽⁷⁾	0	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Series A-2 Preferred Stock	⁽⁷⁾	12/13/2024		C			430,663	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	430,663	⁽⁷⁾	0	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Series A-3 Preferred Stock	⁽⁷⁾	12/13/2024		C			172,770	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	172,770	⁽⁷⁾	0	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Series C Preferred Stock	⁽⁷⁾	12/13/2024		C			667,090	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	667,090	⁽⁷⁾	0	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Series D Preferred Stock	⁽⁷⁾	12/13/2024		C			67,427	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	67,427	⁽⁷⁾	0	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Series E Preferred Stock	⁽⁷⁾	12/13/2024		C			59,589	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	59,589	⁽⁷⁾	0	I	By Battery Ventures XI-A Side Fund, L.P.⁽⁵⁾
Series A-1 Preferred Stock	⁽⁷⁾	12/13/2024		C			276,480	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	276,480	⁽⁷⁾	0	I	By Battery Ventures XI-A, L.P.⁽⁶⁾
Series A-2 Preferred Stock	⁽⁷⁾	12/13/2024		C			414,523	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	414,523	⁽⁷⁾	0	I	By Battery Ventures XI-A, L.P.⁽⁶⁾
Series A-3 Preferred Stock	⁽⁷⁾	12/13/2024		C			166,296	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	166,296	⁽⁷⁾	0	I	By Battery Ventures XI-A, L.P.⁽⁶⁾
Series C Preferred Stock	⁽⁷⁾	12/13/2024		C			642,088	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	642,088	⁽⁷⁾	0	I	By Battery Ventures XI-A, L.P.⁽⁶⁾
Series D Preferred Stock	⁽⁷⁾	12/13/2024		C			64,900	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	64,900	⁽⁷⁾	0	I	By Battery Ventures XI-A, L.P.⁽⁶⁾
Series E Preferred Stock	⁽⁷⁾	12/13/2024		C			57,356	⁽⁷⁾	⁽⁷⁾	Class A Common Stock⁽¹⁾	57,356	⁽⁷⁾	0	I	By Battery Ventures XI-A, L.P.⁽⁶⁾

Explanation of Responses:

1. Pursuant to a reclassification exempt under Rule 16b-7, each share of the Issuer's Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock.

2. The reported securities are held directly by Battery Investment Partners Select Fund I, L.P. ("BIP Select I"). The sole general partner of BIP Select I is Battery Partners Select Fund I GP, LLC ("BP Select I"). The Reporting Person is a managing member of BP Select I and may be deemed to share voting and dispositive power over the securities held by BP Select I. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

3. The reported securities are held directly by Battery Investment Partners XI, LLC ("BIP XI"). The sole managing member of BIP XI is Battery Partners XI, LLC ("BP XI"). The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

4. The reported securities are held directly by Battery Ventures Select Fund I, L.P. ("BV Select I"). The sole general partner of BV Select I is Battery Partners Select Fund I, L.P. whose sole general partner is BP Select I. The Reporting Person is a managing member of BP Select I and may be deemed to share voting and dispositive power over the securities held by BP Select I. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

5. The reported securities are held directly by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). The sole general partner of BV XI-A SF is Battery Partners XI Side Fund, LLC ("BP XI SF"). The Reporting Person is a managing member of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI SF. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

6. The reported securities are held directly by Battery Ventures XI-A, L.P. ("BV XI-A"). The sole general partner of BV XI-A is BP XI. The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

7. Each share of Series A-1 Preferred Stock, Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock and has no expiration date. Each share of Series F Preferred Stock automatically converted into Common Stock on an approximately 1:1.05 basis immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock and has no expiration date. Each share of Series G Preferred Stock automatically converted into Common Stock on an approximately 1:1.06 basis immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock and has no expiration date.

8. Reflects an adjustment to the conversion ratio in accordance with the terms of the preferred stock provided in the Issuer's Amended and Restated Certificate of Incorporation.

Remarks:

Due to the limitations of the SEC's electronic filing system, this Form 4 is being split into two filings to account for the number of transaction lines.

	/s/ Olive Huang, Attorney-in-Fact	12/17/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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