SEC Form 4 · accession 0000899243-18-025377
Eventbrite, Inc. · EB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Julia Hartz
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Sep 19, 2018
Accepted (ET)
Sep 26, 2018 · 9:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001475115
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF3 | Sep 19, 2018 | M | 391,874 | $0.00 | A | 391,874 | I | See Footnote |
| Class A Common StockF3 | Sep 19, 2018 | F | 391,874 | $23.00 | D | 0 | I | See Footnote |
| Class A Common StockF3 | Sep 24, 2018 | A | 2,447 | $0.00 | A | 2,447 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common StockF5 | — | Sep 24, 2018 | J | 1,000,000 | D | — | — | Class B Common Stock | 1,000,000 | 0 | D |
| Class B Common StockF5,F6 | — | Sep 24, 2018 | J | 1,000,000 | A | — | — | Class A Common Stock | 1,000,000 | 1,000,000 | D |
| Common StockF7,F5 | — | Sep 24, 2018 | J | 3,837,734 | D | — | — | Class B Common Stock | 3,837,734 | 0 | I |
| Class B Common StockF5,F7,F6 | — | Sep 24, 2018 | J | 3,837,734 | A | — | — | Class A Common Stock | 3,837,734 | 3,837,734 | I |
| Common StockF8,F5 | — | Sep 24, 2018 | J | 2,627,266 | D | — | — | Class B Common Stock | 2,627,266 | 0 | I |
| Class B Common StockF5,F6,F8 | — | Sep 24, 2018 | J | 2,627,266 | A | — | — | Class A Common Stock | 2,627,266 | 2,627,266 | I |
| Series A Convertible Preferred StockF7,F9 | — | Sep 24, 2018 | C | 403,259 | D | — | — | Common Stock | 403,259 | 0 | I |
| Series G Convertible Preferred StockF7,F10 | — | Sep 24, 2018 | C | 30,518 | D | — | — | Common Stock | 32,608 | 0 | I |
| Class B Common StockF7,F6 | — | Sep 24, 2018 | J | 403,259 | A | — | — | Class A Common Stock | 403,259 | 4,240,993 | I |
| Class B Common StockF7,F6 | — | Sep 24, 2018 | J | 32,608 | A | — | — | Class A Common Stock | 32,608 | 4,273,601 | I |
| Stock Option (Right to Buy)F11 | $2.41 | Sep 24, 2018 | J | 250,000 | D | — | Feb 27, 2023 | Common Stock | 250,000 | 0 | D |
| Stock Option (Right to Buy)F11,F5,F6 | $2.41 | Sep 24, 2018 | J | 250,000 | A | — | Feb 27, 2023 | Class B Common Stock | 250,000 | 250,000 | D |
| Stock Option (Right to Buy)F12 | $6.65 | Sep 24, 2018 | J | 75,000 | D | — | May 24, 2025 | Common Stock | 75,000 | 0 | D |
| Stock Option (Right to Buy)F12,F5,F6 | $6.65 | Sep 24, 2018 | J | 75,000 | A | — | May 24, 2025 | Class B Common Stock | 75,000 | 75,000 | D |
| Stock Option (Right to Buy)F13 | $7.40 | Sep 24, 2018 | J | 1,552,468 | D | — | May 18, 2026 | Common Stock | 1,552,468 | 0 | D |
| Stock Option (Right to Buy)F13,F5,F6 | $7.40 | Sep 24, 2018 | J | 1,552,468 | A | — | May 18, 2026 | Class B Common Stock | 1,552,468 | 1,552,468 | D |
| Stock Option (Right to Buy)F14 | $13.72 | Sep 24, 2018 | J | 2,877,468 | D | — | Jul 23, 2028 | Common Stock | 2,877,468 | 0 | D |
| Stock Option (Right to Buy)F14,F5,F6 | $13.72 | Sep 24, 2018 | J | 2,877,468 | A | — | Jul 23, 2028 | Class B Common Stock | 2,877,468 | 2,877,468 | D |
| Stock Option (Right to Buy)F3,F11 | $2.41 | Sep 24, 2018 | J | 1,250,000 | D | — | Feb 27, 2023 | Common Stock | 1,250,000 | 0 | I |
| Stock Option (Right to Buy)F3,F11,F5,F6 | $2.41 | Sep 24, 2018 | J | 1,250,000 | A | — | Feb 27, 2023 | Class B Common Stock | 1,250,000 | 1,250,000 | I |
| Restricted Stock UnitsF3,F15,F16,F5 | — | Sep 19, 2018 | M | 802,900 | D | — | Dec 31, 2024 | Common Stock | 802,900 | 0 | I |
| Common StockF5,F3,F6 | — | Sep 19, 2018 | J | 802,900 | A | — | — | Common Stock | 802,900 | 802,900 | I |
| Common StockF5,F3,F16 | — | Sep 19, 2018 | M | 391,874 | D | — | — | Class A Common Stock | 391,874 | 411,026 | I |
| Class B Common StockF3,F6 | — | Sep 24, 2018 | J | 411,026 | A | — | — | Class A Common Stock | 411,026 | 411,026 | I |
| Stock Option (Right to Buy)F3,F17 | $23.00 | Sep 24, 2018 | A | 5,645 | A | — | Sep 18, 2028 | Class A Common Stock | 5,645 | 5,645 | I |
Explanation of responses
- F1Represents shares that have been withheld by the Issuer to satisfy income tax and withholding and remittance obligations in connection with the net settlement of restricted stock units (RSUs) and does not represent a sale by the Reporting Person.
- F10Each share of Series G preferred stock automatically converted into common stock on an approximately 1:1.0685 basis immediately prior to the closing of the Issuer's initial public offering of Class A common stock and has no expiration date or conversion price.
- F11The stock option was immediately exercisable as of the date of grant subject to a repurchase right in favor of the company and vested in 48 equal monthly installments from February 13, 2013 through February 13, 2017.
- F12The stock option was immediately exercisable as of the date of grant subject to a repurchase right in favor of the company and vests in 48 equal monthly installments from May 1, 2015 through May 1, 2019, subject to the Reporting Person's continued service to the Issuer.
- F13The stock option was immediately exercisable as of the date of grant subject to a repurchase right in favor of the company and vests in 48 equal monthly installments from May 19, 2016 through May 19, 2020, subject to the Reporting Person's continued service to the Issuer.
- F14The stock option vests and becomes exercisable in 48 equal monthly installments from May 31, 2018 through May 31, 2022, subject to the Reporting Person's continued service to the Issuer.
- F15Each restricted stock unit ("RSU") is convertible into one share of Class B common stock.
- F16The RSUs vested and settled immediately upon effectiveness of the Issuer's registration statement on Form S-1.
- F17100% of shares underlying the stock option vest and become exercisable on the earlier of (i) September 19, 2019 or (ii) the first annual meeting of stockholders of the Issuer, subject to Mr. Hartz's continued service to the Issuer.
- F2These shares represent restricted stock units (each, an "RSU"). Each RSU represents a contingent right to receive one share of Class A common stock. 100% of the RSUs vest on the earlier of (i) September 19, 2019 or (ii) the first annual meeting of stockholders of the Issuer, subject to Mr. Hartz's continued service to the Issuer.
- F3Held by Kevin Hartz, who is the Chairman of the Issuer's Board of Directors and the spouse of the Reporting Person, and as such may be deemed to be beneficially held by the Reporting Person.
- F4The restricted stock units (the "RSUs") convert into Class A common stock on a one-for-one basis.
- F5Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into common stock, each share of common stock was reclassified into one share of Class B common stock in an exempt transaction pursuant to Rule 16b-7.
- F6Each share of Class B common stock is convertible into one share of Class A common stock at the option of the holder and has no expiration date.
- F7The shares are owned by the Kevin Earnest Hartz & Julia D. Hartz TTEES the Hartz Family Revocable Trust Dtd 12/4/08 of which the Reporting Person is a co-trustee.
- F8The shares are owned by The Hartz 2008 Irrevocable Trust, dated September 15, 2008 of which the Reporting Person is a co-trustee.
- F9Each share of Series A preferred stock automatically converted into common stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering of Class A common stock and has no expiration date or conversion price.