SEC Form 4 · accession 0001209191-18-043135
EVERBRIDGE, INC. · EVBG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert W Hughes
Officer — President
Period of report
Jul 16, 2018
Accepted (ET)
Jul 18, 2018 · 5:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001437352
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | $0.00 | Jul 16, 2018 | A | 12,500 | A | — | — | Common Stock | 12,500 | 12,500 | D |
| Performance-based Restricted Stock UnitF3 | $0.00 | Jul 16, 2018 | A | 12,500 | A | — | Aug 1, 2021 | Common Stock | 12,500 | 12,500 | D |
| Employee Stock Option (Right to Buy)F4,F5 | $23.60 | Jul 16, 2018 | D | 375,000 | D | — | Jul 31, 2027 | Common Stock | 375,000 | 125,000 | D |
Explanation of responses
- F1Represents a grant of restricted stock units under the Everbridge, Inc. 2016 Equity Incentive Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of Everbridge common stock. Subject to accelerated vesting in certain circumstances, the restricted stock units are scheduled to vest 33% on July 31, 2019, 33% on July 31, 2020, and 34% on July 31, 2021, as long as the reporting person remains in the service of Everbridge through the respective vesting date.
- F2Not applicable.
- F3Represents a grant of performance-based restricted stock units ("PSU") under the Everbridge, Inc. 2016 Equity Incentive Plan. Each PSU represents the contingent right to receive, upon vesting of the unit, one share of Everbridge common stock. Up to sixty-two and one-half percent (62.5%) of the PSUs will become eligible to vest on the second anniversary of the grant date based on the compound annual growth rate ("CAGR") achieved during the eight fiscal quarters preceding the then most recent fiscal quarter, and up to an additional sixty-two and one-half percent (62.5%) of the PSUs will become eligible to vest on the third anniversary of the grant date based on the CAGR achieved during the 12 fiscal quarters preceding the then most recent fiscal quarter.
- F4Consists of stock options surrendered by the reporting person in connection with an amendment to his employment agreement with Everbridge.
- F525% of the shares originally subject to the Stock Option will vest and become exercisable on July 31, 2018, and the remaining shares vest in 12 equal quarterly installments thereafter.