Larry Madden files SC 13D for Viant Technology Inc.

TL;DR

Larry Madden filed a 13D for VIANT. Big changes coming?

AI Summary

Larry Madden filed an SC 13D on June 12, 2024, for Viant Technology Inc. The filing indicates a change in beneficial ownership, with the event date triggering the filing being October 11, 2023. Madden's address is listed as c/o Viant Technology Inc. in Irvine, CA.

Why It Matters

This filing signals a potential shift in control or significant stakeholding in Viant Technology Inc. by Larry Madden, which could influence the company's future direction.

Risk Assessment

Risk Level: medium — A Schedule 13D filing indicates a significant change in beneficial ownership, which can lead to activist investor behavior or a change in control, introducing uncertainty.

Key Players & Entities

• Larry Madden (person) — Filing person
• Viant Technology Inc. (company) — Subject company
• 949-861-8888 (phone_number) — Contact number for authorized person

FAQ

Key Financial Figures

• $0.001 — suer) Class A Common Stock, par value $0.001 per share (Title of Class of Securitie
• $25.00 — Stock and sold to the underwriters for $25.00 per share in connection with the Issuer

Filing Documents

• vianttechnologyinc-larryma.htm (SC 13D) — 50KB
• viant-lmadden10b5x1trading.htm (EX-1) — 130KB
• image_5.jpg (GRAPHIC) — 22KB
• 0001284309-24-000010.txt ( ) — 211KB

Security and Issuer

Item 1. Security and Issuer. CUSIP No. 92557A101 13D Page 2 of 6 pages This statement on Schedule 13D (the "Schedule 13D") relates to the shares of Class A common stock, par value $0.001 per share (the "Class A Common Stock"), of Viant Technology Inc., a Delaware corporation (the "Issuer"), whose principal executive office is located at 2722 Michelson Drive, Suite 100, Irvine, CA 92612.

Identity and Background

Item 2. Identity and Background. The Schedule 13D is being filed by Larry Madden (the "Reporting Person"), a citizen of the United States. The business address of the Reporting Person is co Viant Technology Inc., 2722 Michelson Drive, Suite 100, Irvine, CA 92612. The Reporting Person's present principal occupation is Chief Financial Officer of the Issuer. During the last five years, the Reporting Person has not been (i) convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration. Prior to the Issuer's initial public offering (the "IPO"), the Reporting Person was awarded an aggregate of 489,356 Class B common units of Viant Technology LLC (the "Class B Units"), a subsidiary of the Issuer, that are held through Viant Technology Equity Plan LLC, as consideration for bona fide services provided to the Issuer. The Class B Units are exchangeable for shares of Class A Common Stock on a one-to-one basis at the option of the Reporting Person. On February 10, 2021, 15,000 of the Reporting Person's Class B Units were converted into shares of Class A Common Stock and sold to the underwriters for $25.00 per share in connection with the Issuer's IPO. As of the date hereof and subsequent to the consummation of the Issuer's IPO on February 12, 2021, the Reporting Person acquired (i) 296,849 shares of Class A Common Stock pursuant to vesting of restricted stock units, after a total of 346,983 shares of Class A Common Stock were withheld or sold to cover tax obligations in connection with vesting of such equity awards, and (ii) 268,994 shares of Class A Common Stock underlying stock options that are vested and exercisable within 60 days of the date hereof, each of which were provided to the Reporting Person as part of his employee compensation.

Purpose of Transaction

Item 4. Purpose of Transaction. 10b5-1 Trading Plan On May 9, 2024, the Reporting Person entered into a trading plan (the "10b5-1 Trading Plan") pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The 10b5-1 Trading Plan provides that Goldman Sachs Co. LLC (the "Broker") may make CUSIP No. 92557A101 13D Page 3 of 6 pages periodic sales of up to an aggregate of 200,000 shares of Class A Common Stock on behalf of the Reporting Person beginning on August 12, 2024. The amount and timing of sales, if any, pursuant to the 10b5-1 Trading Plan will be determined based on the terms of the 10b5-1 Trading Plan, market conditions, share price and other factors. This description of the 10b5-1 Trading Plan does not purport to be complete and is qualified in its entirety by the full text of the 10b5-1 Trading Plan, which is attached as an exhibit to this Schedule 13D and incorporated herein by reference. General The Reporting Person acquired the securities described in this Schedule 13D for investment purposes and intends to review his investments in the Issuer on a continuing basis. Any actions the Reporting Person might undertake will be dependent upon the Reporting Person's review of numerous factors, including, but not limited to an ongoing evaluation of the Issuer's business, financial condition, operations and prospects price levels of the Issuer's securities general market, industry and economic conditions the relative attractiveness of alternative business and investment opportunities and other future developments. The Reporting Person may acquire additional securities of the Issuer, or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. In addition, the Reporting Person, including in his position as Chief Financial Officer of the Issuer, may engage in discussions with management, the Issuer's board of directors, and other securityholders of the Issuer and other rele

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a) – (b) CUSIP No. 92557A101 13D Page 4 of 6 pages Amount beneficially owned 1,040,199 Percent of Class 6.0% Number of shares the Reporting Person has o Sole power to vote or direct the vote 1,040,199 o Shared power to vote 0 o Sole power to dispose or direct the disposition of 1,040,199 o Shared power to dispose or direct the disposition of 0 The Reporting Person may be deemed to beneficially own 1,040,199 shares of Class A Common Stock, which consists of (i) 296,849 shares of Class A Common Stock held of record by the Reporting Person, (ii) 268,994 shares of Class A Common Stock underlying stock options that are exercisable or will become exercisable within 60 days of the date hereof and (iii) 474,356 shares of Class A Common Stock underlying Class B Units that are currently convertible on a one-to-one basis. The above percentage is based upon 16,509,766 shares of Class A Common Stock outstanding as of April 26, 2024, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on April 30, 2024. The ownership information assumes (i) the redemption of the Class B Units indirectly held by the Reporting Person for shares of the Issuer's Class A Common Stock on a one-to-one basis and (ii) the exercise of stock options held of record by the Reporting Person that are currently exercisable or will become exercisable within 60 days of the date hereof. (c) During the past 60 days, on June 10, 2024, the Reporting Person acquired 12,053 shares of Class A Common Stock upon the vesting of 26,062 restricted stock units, after the Issuer withheld 14,009 shares of Class A Common Stock from the Reporting Person to satisfy tax withholding obligations. (d) None. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Item 4 above summarizes certain provisions of the 10b5-1 Trading Plan and is incorporated herein by reference. A copy of such agreement is attached as an exhibit to this Schedule 13D, and is incorporated by reference herein. CUSIP No. 92557A101 13D Page 5 of 6 pages Except as set forth herein, the Reporting Person does not have any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings or relationships concerning the transfer or voting of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits. Exhibit Number Description 1 10b5-1 Trading Plan, dated May 9, 2024. CUSIP No. 92557A101 13D Page 6 of 6 pages

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date June 12, 2024 By s Larry Madden Name Larry Madden