SEC Form 4 · accession 0001144204-18-012861
EVERBRIDGE, INC. · EVBG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruns H Grayson
Director
Period of report
Feb 26, 2018
Accepted (ET)
Mar 5, 2018 · 5:13 pm EST
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 | Feb 26, 2018 | J | 780,834 | $0.00 | D | 0 | I | See footnote |
| Common StockF3 | Feb 26, 2018 | J | 118,250 | $0.00 | D | 0 | I | See footnote |
| Common StockF3 | holding | — | — | — | 219,166 | I | See footnote | |
| Common Stock | holding | — | — | — | 138,958 | D | ||
| Common Stock | holding | — | — | — | 33,229 | I | By trust for daughter | |
| Common StockF6 | holding | — | — | — | 6,645 | I | See footnote |
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"). The reporting person is a managing member of Calvert Capital V LLC ("CCV"), the general partner of ABS, and has shared voting and dispositive power with respect to 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 February 26, 2018. The limited partners received 780,834 shares in the distribution. CCV, general partner of ABS, received 219,166 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 February 26, 2018. 118,250 shares were distributed to certain non-managing members and 100,916 shares were distributed as follows: (i) CCV managing member R. William Burgess, Jr. ("Burgess") received 48,922 shares and his IRA received 1,775 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 Burgess and the reporting person, received 2,078 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) the reporting person received 37,750 shares and a trust for his daughter (of which he is the sole trustee) received 10,391 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 219,166 shares.
- F6Refers to shares held by CCMC (see footnote 4).