SEC Form 4 · accession 0001209191-18-036105

Everpure, Inc. · P

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).

Reporting owner

Scott Dietzen

Director

Period of report

Jun 4, 2018

Accepted (ET)

Jun 6, 2018 · 5:05 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001474432

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F2,F3	Jun 4, 2018	C	1,000,000	—	A	1,000,000	I	By Trust
Class A Common Stock^F4,F3	Jun 4, 2018	J	1,000,000	—	D	0	I	By Trust
Class A Common Stock	holding	—	—		—	240,839	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F3,F2	—	Jun 4, 2018	C	1,000,000	D	—	—	Class A Common Stock	1,000,000	4,056,083	I

Explanation of responses

F1Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock at the election of the Reporting Person.
F2Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025.
F3Shares are held by Scott Dietzen and Katherine Dietzen, Co-Trustees of the Dietzen Living Trust, dated January 16, 2009.
F4The Reporting Person made an irrevocable contribution of Class A Common Stock to an exchange fund in exchange for shares of the exchange fund. Upon the closing of the exchange fund, some or all of the shares of Class A Common Stock will be accepted by the exchange fund, with any remaining shares of Class A Common Stock being returned to the Reporting Person. The Class A Common Stock will be valued at the closing price of Class A Common Stock at such time as the shares are accepted by the exchange fund. Upon closing of the exchange fund, the Reporting Person will amend this Form 4 to reflect the final number of shares accepted by the exchange fund and the value of such shares.