SEC Form 4 · accession 0000899243-18-019306
EverQuote, Inc. · EVER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Jul 2, 2018
Accepted (ET)
Jul 3, 2018 · 6:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001640428
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jul 2, 2018 | C | 144,000 | — | A | 144,000 | D | |
| Class A Common StockF2,F3 | Jul 2, 2018 | S$0 | 144,000 | — | D | 0 | 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 (convertible) Common StockF1 | — | Jul 2, 2018 | C | 144,000 | D | — | — | Class A Common Stock | 144,000 | 154,064 | D |
| Employee Stock Option (right to buy)F5,F4 | $6.96 | holding | — | — | — | — | Apr 25, 2027 | Class A Common Stock | 40,000 | 5,000 | D |
Explanation of responses
- F1Pursuant to the Sale (as defined below), 144,000 shares of Class B Common Stock held by the reporting person automatically converted into shares of Class A Common Stock on a one-to-one basis.
- F2Pursuant to an underwriting agreement, dated June 27, 2018 (the "Underwriting Agreement"), by and among J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated (together with several underwriters named in Schedule 1 thereto, the "Underwriters"), EverQuote, Inc. (the "Company") and the selling stockholders named in Schedule 2 thereto (the "Selling Stockholders"), the Underwriters agreed to purchase from the Selling Stockholders and the Selling Stockholders agreed to sell to the Underwriters an aggregate of 1,562,500 shares of Class A Common Stock (the "Sale"), which aggregate amount includes 144,000 shares of Class A Common Stock held by the Reporting Person.
- F3(Continued from Footnote 2) Pursuant to the final prospectus filed by the Company on June 28, 2018, the public offering price in the public offering of Class A Common Stock was $18.00 per share and the underwriting discount was $1.26 per share. Accordingly, the Reporting Person sold an aggregate of 144,000 shares of Class A Common Stock in such Sale to the Underwriters and received a price per share of Class A Common Stock of $16.74 (which is net of underwriting discounts and commissions) for an aggregate amount of $2,410,560.
- F4Twenty-five percent (25%) of these incentive stock options become exercisable on January 31, 2018 and after such date vest monthly on the last day of the month for 36 months.
- F5Each option is exercisable into eight shares of Class B Common Stock.