Filing Details

Accession Number:
0000899243-18-006359
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-03-05 16:57:17
Reporting Period:
2018-03-01
Accepted Time:
2018-03-05 16:57:17
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1628908 Evolent Health Inc. EVH Hospital & Medical Service Plans (6324) DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
731766 Unitedhealth Group Inc 9900 Bren Road East
Minnetonka MN 55343
Yes No No Yes
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 Disposition 2018-03-01 3,040,000 $13.70 1,088,167 No 4 S Indirect See footnote
Class A Common Stock, Par Value $0.01 Per Share Acquisiton 2018-03-05 1,772,898 $0.00 2,861,065 No 4 C Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See footnote
No 4 C Indirect See footnote
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 2018-03-05 1,772,898 $0.00 1,772,898 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
Footnotes
  1. The Advisory Board Company, a Delaware corporation ("ABCO"), is the record and direct beneficial owner of the Class A Common Stock of Evolent Health, Inc. (including the Class A Common Stock issued upon the exchange of the Class B Units owned directly by ABCO). ABCO is a direct, wholly-owned subsidiary of OptumInsight, Inc., a Delaware corporation ("OptumInsight"), which is an indirect, wholly owned subsidiary of UnitedHealth Group Incorporated, a Delaware corporation ("UNH"). UNH and OptumInsight may be deemed to beneficially own the securities beneficially owned by ABCO.
  2. Pursuant to the terms of the Exchange Agreement dated as of June 4, 2015, by and among Evolent Health, Inc., 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"), ABCO may exchange its Class B Units (along with a corresponding number of its Class B Common Stock) for Class A Common Stock of Evolent Health, Inc. on a one-for-one basis, 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 Evolent Health, Inc., ABCO and the other members party thereto.
  3. On March 5, 2018, The Advisory Board Company exchanged 1,772,898 Class B Units (along with 1,772,898 Class B Shares) for 1,772,898 shares of Class A Common Stock.