Highlights
As Zepto prepares for its entrance into the public market, the company’s updated draft red herring prospectus reveals important information regarding a Rs 577 crore secondary share sale. This document outlines the company’s current ownership structure, substantial stock option allocations to senior executives, and ongoing Enforcement Directorate (ED) inquiries surrounding its founders. The filing indicates that Motilal Oswal Financial Services acquired shares valued at approximately Rs 577 crore from existing investors in a secondary transaction accomplished on August 22, 2025. Notably, Nexus Ventures VII Holdings divested shares worth around Rs 356 crore, selling 6.68 crore shares. Kaiser Permanente Group Trust sold 3.73 crore shares for nearly Rs 190 crore, while Razor Ventures Zepto LLC liquidated shares valued around Rs 31 crore. This transaction allowed a portion of Zepto’s early investors to gain liquidity before the anticipated IPO.
The prospectus provides a comprehensive overview of Zepto’s ownership before the public offering. On a fully diluted basis, the promoter group maintains a 19.56% stake in the company. Co-founders Aadit Palicha and Kaivalya Vohra own 1.07% and 0.89% directly, respectively. However, a significant portion of promoter ownership is through family trusts. Lazarus Trust holds 9.03% of the company, while The Vohra Trust retains 7.48%. Additional members of the promoter group, including Urvashi Kavit Palicha and Seema Vohra, collectively own another 1.09%.
Among external investors, Nexus Ventures stands as the largest shareholder, possessing a combined 13.12% stake across its various funds. Following this, Glade Brook holds 7.73%, while the Zepto Employee Stock Option Trust has 7.46%. Other notable investors include StepStone (7.34%), LGF Scale’s Mars funds (5.58%), and entities backed by Y Combinator (5.03%).
Stock Option Grants to Executives
The filing also showcases significant stock option grants allocated to high-ranking executives. Chief Financial Officer Ramesh Bafna has received 13.83 crore stock options, marking him as one of the principal beneficiaries of the company’s Employee Stock Ownership Plan (ESOP). Chief Business Officer Devendra Meel has been awarded 5.19 crore options, while Chief Human Resources Officer Sneha Arora obtained 2.13 crore options. Chief Product Officer Ankit Agrawal received 1.32 crore options, and Chief Growth Officer Divesh Sawhney was granted 87.8 lakh options. In total, Zepto has issued over 1.21 billion outstanding stock options within its employee ownership initiatives, solidifying the ESOP Trust as one of the company’s key shareholders.
Enforcement Directorate Proceedings
Separately, the company disclosed that founders Aadit Palicha and Kaivalya Vohra received summonses from the Enforcement Directorate in April 2026 as part of proceedings under the Foreign Exchange Management Act (FEMA). The agency requested information regarding foreign investments, international entities, ownership structures, loans, guarantees, bank accounts, and other corporate records. According to the filing, both founders complied and provided the necessary information and documents to the agency. The prospectus does not suggest any findings of wrongdoing against the founders or the company.
Zepto has recently submitted its updated draft red herring prospectus to market regulator SEBI and intends to raise up to Rs 8,010 crore through a new issue, positioning itself as one of the most eagerly awaited startup IPOs in India.
