As Zepto prepares for its public market debut, the company’s updated draft red herring prospectus (UDRHP) has shed light on a Rs 577 crore secondary share sale, its latest ownership structure, large stock option grants to senior executives, and Enforcement Directorate (ED) proceedings involving its founders.
The filing shows that Motilal Oswal Financial Services purchased shares worth approximately Rs 577 crore from existing investors in a secondary transaction completed on August 22, 2025.
Among the sellers, Nexus Ventures VII Holdings exited shares worth around Rs 356 crore by selling 6.68 crore. Kaiser Permanente Group Trust sold 3.73 crore shares for nearly Rs 190 crore, while Razor Ventures Zepto LLC offloaded shares worth around Rs 31 crore. The transaction provided liquidity to a section of Zepto’s early investors ahead of the company’s planned IPO.
The prospectus also offers a detailed picture of Zepto’s shareholding structure before the public issue. On a fully diluted basis, the promoter group owns 19.56% of the company.
Co-founders Aadit Palicha and Kaivalya Vohra directly own 1.07% and 0.89%, respectively. However, a majority of the promoter ownership is held through family trusts. Lazarus Trust owns 9.03% of the company, while The Vohra Trust holds 7.48%. Members of the promoter group, including Urvashi Kavit Palicha and Seema Vohra, together own another 1.09%.
Among external investors, Nexus Ventures is the largest shareholder with a combined 13.12% stake across its two funds. It is followed by Glade Brook (7.73%), Zepto Employee Stock Option Trust (7.46%), StepStone (7.34%), LGF Scale’s Mars funds (5.58%) and Y Combinator-backed entities (5.03%).
The filing also highlights substantial stock option grants awarded to senior executives. Chief Financial Officer Ramesh Bafna has been allotted 13.83 crore stock options, making him one of the largest beneficiaries under the company’s ESOP programme. Chief Business Officer Devendra Meel received 5.19 crore options, while Chief Human Resources Officer Sneha Arora was granted 2.13 crore options. Chief Product Officer Ankit Agrawal received 1.32 crore options and Chief Growth Officer Divesh Sawhney was allotted 87.8 lakh options.
Overall, Zepto has more than 1.21 billion outstanding stock options under its employee ownership plans, making the ESOP Trust one of the company’s largest shareholders.
Separately, the company disclosed that founders Aadit Palicha and Kaivalya Vohra received summonses from the Enforcement Directorate in April 2026 in connection with proceedings under the Foreign Exchange Management Act (FEMA). The agency sought information regarding foreign investments, overseas entities, shareholding structures, loans, guarantees, bank accounts and other corporate records.
According to the filing, both founders appeared before the agency and submitted the requested information and documents. The prospectus does not indicate any finding of wrongdoing against the founders or the company.
Zepto recently filed its UDRHP with market regulator SEBI and plans to raise up to Rs 8,010 crore through a fresh issue, making it one of the most anticipated startup IPOs in India.
