SEC Form 4 · accession 0000899243-18-019506
EverQuote, Inc. · EVER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jul 2, 2018
Accepted (ET)
Jul 5, 2018 · 6:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001640428
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Preferred StockF3,F1,F2 | — | Jul 2, 2018 | C | 109,224 | D | — | — | Class B Common Stock | 873,792 | 0 | I |
| Class B Common StockF2,F3 | — | Jul 2, 2018 | C | 873,792 | A | — | — | Class A Common Stock | 873,792 | 1,011,696 | I |
| Series B Preferred StockF4,F1,F2 | — | Jul 2, 2018 | C | 23,525 | D | — | — | Class B Common Stock | 188,200 | 0 | I |
| Class B Common StockF2,F4 | — | Jul 2, 2018 | C | 188,200 | A | — | — | Class A Common Stock | 188,200 | 257,144 | I |
Explanation of responses
- F1The Series B Preferred Stock converted into Class B Common Stock on a one-for-eight basis automatically upon the closing of the issuer's initial public offering of its Class A Common Stock without payment of consideration. The Series B Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the issuer's initial public offering of its Class A Common Stock. The shares had no expiration date.
- F2The Class B Common Stock is convertible into the issuer's Class A Common Stock on a one-for-one basis upon certain transfers of such share and at the holder's election and has no expiration date.
- F3The reported shares are directly owned by Savano Capital Partners II, L.P. Thomas Smith and Gustav H. Koven are the members of the board of managers of Savano Partners Flow-Through II, LLC, which is the managing member of Savano Direct GP II, LLC, which is the general partner of Savano Capital Partners II, L.P. As a result of holding these positions, Thomas Smith, Bion Ludwig and Gustav H. Koven may be deemed to hold voting and dispositive power with respect to the shares held by Savano Capital Partners II, L.P. Each such persons disclaims beneficial ownership of the shares, except to the extent of their pecuniary interest therein.
- F4The reported shares are directly owned by Savano-EverQuote LLC. Thomas Smith, Bion Ludwig and Gustav H. Koven are managing members of Savano-SPV Manager LLC, which is the managing member of Savano-EverQuote LLC. As a result of holding these positions, Thomas Smith, Bion Ludwig and Gustav H. Koven may be deemed to hold voting and dispositive power with respect to the shares held by Savano-EverQuote LLC. Each such persons disclaims beneficial ownership of the shares, except to the extent of their pecuniary interest therein.