Filing Details
- Accession Number:
- 0001209191-14-025755
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-04-03 19:18:00
- Reporting Period:
- 2014-04-02
- Filing Date:
- 2014-04-03
- Accepted Time:
- 2014-04-03 19:18:00
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1358483 | Everyday Health Inc. | EVDY | Services-Business Services, Nec (7389) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1082907 | Habib Kairouz | C/O Rho Ventures, 152 West 57Th Street, 23Rd Floor New York NY 10019 | Yes | No | Yes | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2014-04-02 | 4,469,968 | $0.00 | 6,000,552 | No | 4 | C | Indirect | See Footnote |
| Common Stock | Disposition | 2014-04-02 | 92,120 | $13.02 | 5,908,432 | No | 4 | S | Indirect | See Footnote |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | See Footnote |
| No | 4 | S | Indirect | See Footnote |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series A Preferred Stock | Disposition | 2014-04-02 | 1,341,057 | $0.00 | 894,037 | $0.00 |
| Common Stock | Series B Preferred Stock | Disposition | 2014-04-02 | 1,646,948 | $0.00 | 1,097,965 | $0.00 |
| Common Stock | Series C Preferred Stock | Disposition | 2014-04-02 | 321,914 | $0.00 | 214,609 | $0.00 |
| Common Stock | Series D Preferred Stock | Disposition | 2014-04-02 | 328,760 | $0.00 | 219,173 | $0.00 |
| Common Stock | Series F Preferred Stock | Disposition | 2014-04-02 | 1,970,210 | $0.00 | 1,313,473 | $0.00 |
| Common Stock | Series G Preferred Stock | Disposition | 2014-04-02 | 861,110 | $0.00 | 730,710 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect |
Footnotes
- Each share of the Series A Preferred Stock, the Series B Preferred Stock, the Series C Preferred Stock, the Series D Preferred Stock and the Series F Preferred Stock automatically converted into two-thirds of one share of common stock upon the closing of the issuer's initial public offering. The Series A Preferred Stock, the Series B Preferred Stock, Series C Preferred Stock, the Series D Preferred Stock and the Series F Preferred Stock have no expiration date.
- Each share of the Series G Preferred Stock automatically converted into approximately 0.8486 shares of common stock of the issuer upon the closing of the issuer's initial public offering. The Series G Preferred Stock has no expiration date.
- These shares are held by each of Rho Capital Partners LLC ("Partners"), Rho Ventures II Holdings LLC ("Rho II"), Rho Ventures III Holdings LLC ("Rho III"), Rho Ventures Partners Holdings LLC ("Holdings"), Rho Investment Partners Holdings LLC ("Investment") and Rho Ventures VI, L.P. ("RVVI").
- Partners is the managing member of each of Rho II, Rho III, Holdings and Investment. Partners is also the managing member of RMV VI, L.L.C. ("RMV VI"), which is the general partner of RVVI. Habib Kairouz (a member of the baord of Directors of the issuer)("Kairouz"), Mark Leschly ("Leschly") and Ruch are managing members of Partners and, as such may be deemed to share the power to vote and dispose of the shares held by each of Rho II, Rho III, Holding, Investment and RVVI. Each of the reporting persons disclaims beneficial ownership of the shares reported herein except to the extent of his or its respective pecuniary interest therein.
- The sale of these shares of common stock consists of (i) 65,988 shares sold by Holdings; (ii) 17,460 shares sold by Rho II; and (iii) 8,672 shares sold by Rho III.
- Ownership consists of (i) 647,496 shares of common stock held directly by Rho II; (ii) 891,312 shares of common stock held directly by Rho III; (iii) 974,101 shares of common stock held directly by Holdings; (iv) 949,266 shares of common stock held directly by Investment; (v) 2,445,350 shares of common stock held directly by RVVI; and (vi) 907 shares of common stock held directly by Partners.
- These shares were held directly by each of Rho II, Rho III, Holdings, Investment and RVVI, in the amounts of 705,898, 600,359, 6,398, 6,398 and 22,004 shares, respectively.
- These shares were held directly by Holdings and Investment, in the amount of 823,474 shares each.
- These shares were held directly by Rho III, Holdings and Investment in the amounts of 235,519, 74,678,11,081 and 636 shares, respectively.
- These shares were held directly by Rho III, Holdings, Investment and Partners in the amounts of 240,528, 76,266, 11,317 and 649 shares, respectively.
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