Filing Details
- Accession Number:
- 0001209191-17-034687
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2017-05-23 17:14:06
- Reporting Period:
- 2017-05-19
- Filing Date:
- 2017-05-23
- Accepted Time:
- 2017-05-23 17:14:06
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1628908 | Evolent Health Inc. | EVH | Services-Management Services (8741) | DE |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1157377 | Advisory Board Co | 2445 M. Street, Nw Washington DC 20037 | No | 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 |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock, Par Value $0.01 Per Share | Acquisiton | 2017-05-19 | 1,000,000 | $0.00 | 5,128,167 | No | 4 | C | Direct | |
| Class A Common Stock, Par Value $0.01 Per Share | Disposition | 2017-05-19 | 1,000,000 | $24.30 | 4,128,167 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Class B Units and Class B Common Stock | Disposition | 2017-05-19 | 1,000,000 | $0.00 | 1,000,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 1,772,898 | No | 4 | C | Direct |
Footnotes
- Pursuant to the terms of the Exchange Agreement dated as of June 4, 2015, by and among Evolent Health, Inc (the "Issuer"), Evolent Health, LLC and the holders from time to time of Class B Common Units (the "Class B Units") of Evolent Health, LLC listed in Exhibit A thereto (the "Exchange Agreement"), The Advisory Board Company has exchanged a portion of its Class B Units (along with a corresponding number of its Class B Common Stock, or the "Class B Shares" of the Issuer) for Class A Common Stock (the "Class A Shares" of the Issuer) on a one-for-one basis initially, subject to adjustment pursuant to the terms of the Exchange Agreement and the Third Amended and Restated Operating Agreement entered into on June 4, 2015 among the Issuer, The Advisory Board Company, TPG Eagle and Ptolemy Capital, LLC as members.
- On May 19, 2017, The Advisory Board Company exchanged 1,000,000 Class B Units (along with 1,000,000 Class B Shares) for 1,000,000 Class A Shares.
- The price represents the public offering price of $24.65 per share of Class A Shares of the Issuer less the underwriters' discount of $0.35 per Class A Share.
- The Advisory Board Company holds an aggregate of 1,772,898 Class B Units of Evolent Health, LLC and 1,772,898 shares of Class B Shares of the Issuer.
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