SEC Form 4 · accession 0000899243-18-025383
Eventbrite, Inc. · EB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin Hartz
Director · 10% Owner
Period of report
Sep 19, 2018
Accepted (ET)
Sep 26, 2018 · 9:31 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 Stock | Sep 19, 2018 | M | 391,874 | $0.00 | A | 391,874 | D | |
| Class A Common Stock | Sep 19, 2018 | F | 391,874 | $23.00 | D | 0 | D | |
| Class A Common Stock | Sep 24, 2018 | A | 2,447 | $0.00 | A | 2,447 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common StockF6,F4 | — | Sep 24, 2018 | J | 1,000,000 | D | — | — | Class B Common Stock | 1,000,000 | 0 | I |
| Class B Common StockF4,F5,F6 | — | Sep 24, 2018 | J | 1,000,000 | A | — | — | Class A Common Stock | 1,000,000 | 1,000,000 | I |
| Common StockF7,F4 | — | Sep 24, 2018 | J | 3,837,734 | D | — | — | Class B Common Stock | 3,837,734 | 0 | I |
| Class B Common StockF4,F5,F7 | — | Sep 24, 2018 | J | 3,837,734 | A | — | — | Class A Common Stock | 3,837,734 | 3,837,734 | I |
| Common StockF8,F4 | — | Sep 24, 2018 | J | 2,627,266 | D | — | — | Class B Common Stock | 2,627,266 | 0 | I |
| Class B Common StockF4,F5,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,F5 | — | Sep 24, 2018 | J | 403,259 | A | — | — | Class A Common Stock | 403,259 | 4,240,993 | I |
| Class B Common StockF7,F5 | — | Sep 24, 2018 | J | 32,608 | A | — | — | Class A Common Stock | 32,608 | 4,273,601 | I |
| Stock Option (Right to Buy)F6,F11 | $2.41 | Sep 24, 2018 | J | 250,000 | D | — | Feb 27, 2023 | Common Stock | 250,000 | 0 | I |
| Stock Option (Right to Buy)F6,F11,F4,F5 | $2.41 | Sep 24, 2018 | J | 250,000 | A | — | Feb 27, 2023 | Class B Common Stock | 250,000 | 250,000 | I |
| Stock Option (Right to Buy)F6,F12 | $6.65 | Sep 24, 2018 | J | 75,000 | D | — | May 24, 2025 | Common Stock | 75,000 | 0 | I |
| Stock Option (Right to Buy)F6,F12,F4,F5 | $6.65 | Sep 24, 2018 | J | 75,000 | A | — | May 24, 2025 | Class B Common Stock | 75,000 | 75,000 | I |
| Stock Option (Right to Buy)F6,F13 | $7.40 | Sep 24, 2018 | J | 1,552,468 | D | — | May 18, 2026 | Common Stock | 1,552,468 | 0 | I |
| Stock Option (Right to Buy)F6,F13,F4,F5 | $7.40 | Sep 24, 2018 | J | 1,552,468 | A | — | May 18, 2026 | Class B Common Stock | 1,552,468 | 1,552,468 | I |
| Stock Option (Right to Buy)F6,F14 | $13.72 | Sep 24, 2018 | J | 2,877,468 | D | — | Jul 23, 2028 | Common Stock | 2,877,468 | 0 | I |
| Stock Option (Right to Buy)F6,F14,F4,F5 | $13.72 | Sep 24, 2018 | J | 2,877,468 | A | — | Jul 23, 2028 | Class B Common Stock | 2,877,468 | 2,877,468 | I |
| Stock Option (Right to Buy)F11 | $2.41 | Sep 24, 2018 | J | 1,250,000 | D | — | Feb 27, 2023 | Common Stock | 1,250,000 | 0 | D |
| Stock Option (Right to Buy)F11,F5 | $2.41 | Sep 24, 2018 | J | 1,250,000 | A | — | Feb 27, 2023 | Class B Common Stock | 1,250,000 | 1,250,000 | D |
| Restricted Stock UnitsF15,F16,F4 | — | Sep 19, 2018 | M | 802,900 | D | — | Dec 31, 2024 | Common Stock | 802,900 | 0 | D |
| Common StockF4 | — | Sep 19, 2018 | J | 802,900 | A | — | — | Common Stock | 802,900 | 802,900 | D |
| Common StockF4,F15 | — | Sep 19, 2018 | M | 391,874 | D | — | — | Class A Common Stock | 391,874 | 411,026 | D |
| Class B Common StockF5 | — | Sep 24, 2018 | J | 411,026 | A | — | — | Class A Common Stock | 411,026 | 411,026 | D |
| Stock Option (Right to Buy)F17 | $23.00 | Sep 24, 2018 | A | 5,645 | A | — | Sep 18, 2028 | Class A Common Stock | 5,645 | 5,645 | D |
Explanation of responses
- F1The restricted stock units (the "RSUs") convert into Class A common stock on a one-for-one basis.
- 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 Ms. Hartz'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 Ms. Hartz'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 Ms. Hartz's continued service to the Issuer.
- F15The RSUs vested and settled immediately upon effectiveness of the Issuer's registration statement on Form S-1.
- F16Each restricted stock unit ("RSU") is convertible into one share of Class B common stock.
- 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 the Reporting Person's continued service to the Issuer.
- F2Represents 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.
- F3These 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 the Reporting Person's continued service to the Issuer.
- F4Immediately 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.
- F5Each 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.
- F6Held by Julia Hartz, who is the Chief Executive Officer of the Issuer and the spouse of the Reporting Person, and as such may be deemed to be beneficially held by the Reporting Person.
- 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.