SEC Form 4 · accession 0001144204-17-045200
EVERBRIDGE, INC. · EVBG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ABS VENTURES IX L P
10% Owner
R William Burgess Jr.
10% Owner
CALVERT CAPITAL V L.L.C.
10% Owner
Period of report
Aug 23, 2017
Accepted (ET)
Aug 25, 2017 · 4:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001437352
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 23, 2017 | J | 780,835 | $0.00 | D | 2,000,000 | D | |
| Common StockF3 | Aug 23, 2017 | J | 118,644 | $0.00 | D | 0 | D | |
| Common StockF3 | holding | — | — | — | 219,165 | D | ||
| Common StockF6 | holding | — | — | — | 55,409 | D | ||
| Common StockF7 | holding | — | — | — | 2,489 | I | By controlled corp. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Refers to shares held in the name of ABS Ventures IX, L.P. ("ABS"). Calvert Capital V L.L.C. ("CCV"), the general partner of ABS, and R. William Burgess, Jr. ("Burgess"), a managing member of CCV, have indirect beneficial ownership of the shares held by ABS.
- F2ABS made a pro-rata distribution for no consideration of Common Stock of Everbridge, Inc. (the "Issuer") to its general partner and limited partners on August 23, 2017. The limited partners received 780,835 shares in the distribution. CCV, general partner of ABS, received 219,165 shares in the distribution (a change of form of beneficial ownership without a change of pecuniary interest exempt from reporting under Rule 16a-13). The total number of shares distributed was 1,000,000 shares.
- F3Refers to shares held by CCV (see footnote 2).
- F4CCV, a limited liability company organized in a manner similar to a limited partnership, made a pro rata distribution for no consideration to its members on August 23, 2017. 118,644 shares were distributed to certain non-managing members and 100,521 shares were distributed as follows: (i) CCV managing member Burgess received 48,978 shares and his IRA received 1,652 shares (a change of form of beneficial ownership without a change of pecuniary interest exempt from reporting under Rule 16a-13), (ii) Calvert Capital Management Company ("CCMC"), a company which is controlled by CCV managing members Burgess and Bruns Grayson ("Grayson"), received 2,086 shares (a change of form of beneficial ownership without a change of pecuniary interest exempt from reporting under Rule 16a-13),
- F5(continued from footnote 4) (iii) CCV managing member Grayson, a director of the Issuer who files Section 16 reports separately, received 37,376 shares and a trust for his daughter (of which he is the sole trustee) received 10,429 shares (a change of form of beneficial ownership without a change of pecuniary interest exempt from reporting under Rule 16a-13). The total number of shares distributed was 219,165 shares.
- F6Refers to shares held by Burgess or his IRA (see footnote 4).
- F7Refers to shares held by CCMC (see footnote 4).