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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
___________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): December 15, 2025
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VIA TRANSPORTATION, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-42841 | 45-5372621 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
114 5th Ave, 17th Floor, New York, NY | | 10011 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(917) 877-0915 |
(Registrant's telephone number, including area code) |
| Not applicable |
(Former name or former address, if changed since last report.) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Class A common stock, par value $0.00001 per share | VIA | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act. Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure
On December 15, 2025, Via Transportation, Inc. (the “Company”) announced that it had completed the acquisition of Downtowner Transportation LLC and all of its affiliated subsidiaries ("Downtowner"), a transportation technology company specializing in innovative and efficient public transit solutions for Destination Cities.
A copy of the press release issued by the Company announcing the completion of the acquisition of Downtowner is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.
The information furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
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| Exhibit No. | | Description |
| 99.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| Via Transportation, Inc. |
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Dated: December 15, 2025 | By: | /s/ Daniel Ramot |
| Name: | Daniel Ramot |
| Title: | Chief Executive Officer (Principal Executive Officer) |
Exhibit 99.1
Via acquires Downtowner to expand category-leading public transit technology platform
December 15, 2025 (New York, NY) — Via, the leading provider of technology to power public transit networks, today announced the acquisition of Downtowner, a transportation technology company specializing in innovative and efficient public transit solutions for Destination Cities. This acquisition expands Viaʼs best-in-class public transit platform with a solution designed and honed over more than a decade to address a key segment of the transit market.
Founded in 2012, Downtowner has developed a sophisticated flexible, software-powered transit solution that has been adopted by many of the most iconic Destination Cities across the US. Cities such as Aspen, CO, Park City, UT, and Truckee, CA, have come to rely on the companyʼs deep expertise in supporting communities with unique transportation needs. US Destination Cities are experiencing economic expansion, accompanied by increased transportation challenges, making these communities an important and growing market for modern, technology-enabled transit.
With the addition of Downtowner, Via will broaden its platform with a product and proprietary data for efficiently managing seasonal demand, supporting critical local commuting needs, and operating in complex topographical environments subject to significant weather impact. Downtownerʼs extensive experience and data from years of partnering with Destination Cities will directly contribute to Viaʼs proprietary transit data sets, accelerating development of Viaʼs AI solutions, including its flagship AI for Cities product.
“We have long appreciated Downtownerʼs unique solution and their ability to provide exceptional technology-powered dynamic transit for the communities they serve,ˮ said Via Co-founder and CEO Daniel Ramot. “We are delighted to welcome the Downtowner founders and team into the Via family, and we are looking forward to partnering with Downtownerʼs customers to further enhance their public transit systems with Viaʼs broad transit product portfolio.“
“Joining Via is a hugely exciting milestone for our team and for the communities we serve, allowing us to continue to advance Downtownerʼs vision for public transit and affording our customers access to the premier platform for transit technology globally,ˮ said Downtowner Co-founders Stephen Murray and Travis Gleason. “We are deeply aligned with Viaʼs team on the importance of public transit in driving economic growth and the role of technology in ensuring that transit is efficient and meets the needs of riders and cities alike.ˮ
The acquisition of Downtowner follows Via's highly successful acquisitions and integration of Remix and Citymapper onto its platform, and the companyʼs initial public offering on the New York Stock Exchange on September 12, 2025.
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About Via Via is the technology backbone of a modern transportation network. We transform public transportation systems into dynamic networks, based on data and demand. Cities and transit agencies around the world adopt Viaʼs suite of software and technology-enabled services to replace fragmented legacy systems and consolidate operations. As a result, Via lowers the cost of providing transit, improves the passenger experience, and brings more riders on board. Today, the Via platform is utilized by hundreds of cities across more than 30 countries to create public transportation systems that connect people with jobs, healthcare, and education.