Eventbrite, Inc.·4

Mar 12, 5:17 PM ET

Underwood April 4

4 · Eventbrite, Inc. · Filed Mar 12, 2026

Research Summary

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Eventbrite (EB) Director April Underwood Sells 164,779 Shares

What Happened

  • April Underwood, a director of Eventbrite (EB), had three dispositions reported on March 10, 2026 in connection with Eventbrite's merger with Bending Spoons: 156,484 shares, 1,443 shares, and 6,852 derivative units (total 164,779). These were cancelled/converted into cash under the merger terms. The common stock and RSUs were converted at $4.50 per share, producing about $741,505.50; the filing also notes cancelled options were converted into a cash payment of $4,719.10. These transactions were dispositions to the issuer (D) under the Merger Agreement, not open-market sales.

Key Details

  • Transaction date(s): March 10, 2026; Form 4 filed March 12, 2026 (timely).
  • Shares/units disposed: 156,484 (shares) + 1,443 (shares) + 6,852 (derivative units) = 164,779 total.
  • Cash received: ~ $4.50 per share/unit for shares and RSUs (≈ $741,505.50 total); cancelled options converted to $4,719.10 per the filing; combined cash ≈ $746,224.60.
  • Transaction codes: D = Disposition to issuer (merger consideration); derivative line reflects RSU/other unit conversion.
  • Shares owned after transaction: not specified in the excerpt—see the full Form 4 for post-transaction holdings.
  • Footnotes: F1–F3 explain the merger consideration: (F1) $4.50 per share for outstanding Class A/B stock; (F2) time‑based RSUs cancelled and paid $4.50 per underlying share; (F3) certain options were cancelled and converted to a cash amount of $4,719.10 (Black‑Scholes determined).

Context

  • These were merger-related conversions/cancellations (cash-out) rather than voluntary open‑market sales—common in takeovers and typically routine. RSUs and certain options were cancelled for cash under the Merger Agreement rather than being exercised or transferred.
  • No implication about insider sentiment should be drawn from routine merger consideration payments; purchases are generally more informative about insider bullishness.

Insider Transaction Report

Form 4Exit
Period: 2026-03-10
Transactions
  • Disposition to Issuer

    Class A Common Stock

    [F1]
    2026-03-101,443156,484 total
  • Disposition to Issuer

    Class A Common Stock

    [F2]
    2026-03-10156,4840 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F3]
    2026-03-106,8520 total
    Exercise: $12.10Exp: 2032-06-08Class A Common Stock (6,852 underlying)
Footnotes (3)
  • [F1]On March 10, 2026, pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 1, 2025, by and among Eventbrite, Inc., a Delaware corporation (the "Issuer"), Bending Spoons US Inc., a Delaware corporation ("Parent") and a wholly owned subsidiary of Bending Spoons S.p.A., and Everest Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), subject to the terms and conditions of the Merger Agreement, each share of Class A common stock and Class B common stock issued and outstanding immediately prior to the Effective Time (subject to certain exceptions) was converted into the right to receive $4.50 in cash, without interest and subject to applicable withholding taxes (the "Merger Consideration").
  • [F2]At the Effective Time, each time-based Issuer restricted stock unit (including deferred restricted stock units, each an "Issuer RSU") that was outstanding immediately prior to the Effective Time (whether vested or unvested) was cancelled and converted into the right to receive (without interest) an amount in cash equal to (x) the total number of shares underlying such Issuer RSU, multiplied by (y) the Merger Consideration.
  • [F3]At the Effective Time, any option to purchase shares of Class A Common Stock that was outstanding and unexercised immediately prior to the Effective Time for which the exercise price exceeded the Merger Consideration (whether vested or unvested) was cancelled and converted into the right to receive (without interest) an amount in cash equal to $4,719.10, which was determined based on a Black-Scholes model.
Signature
By: Kristin Johnston, Attorney-in-fact For: the Reporting Person|2026-03-12

Documents

1 file
  • 4
    edgardoc.xmlPrimary

    PRIMARY DOCUMENT