Amended Statement of Ownership (sc 13g/a)
June 25 2020 - 6:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
EverQuote,
Inc.
(Name of Issuer)
Class A Common Stock, par value $0.001
(Title of Class of Securities)
30041R108
(CUSIP Number)
June 1, 2020
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
|
*
|
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
|
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
David B. Blundin
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☒ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
|
|
6
|
|
SHARED VOTING POWER
10,171,282 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
10,171,282
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,171,282 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
37.6%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
IN
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Link Ventures Investment Vehicle II, LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☒ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0
|
|
|
6
|
|
SHARED VOTING POWER
5,626,793 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
5,626,793
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,626,793 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
20.8%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
CO
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Link Equity Partners, LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☐ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0
|
|
|
6
|
|
SHARED VOTING POWER
558,809 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
558,809
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
558,809 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
2.1%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
CO
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Link Ventures LLLP
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☒ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
|
|
6
|
|
SHARED VOTING POWER
2,999,913 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
2,999,913
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,999,913 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
11.1%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
PN
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Cogo Labs, Inc.
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☐ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
|
|
6
|
|
SHARED VOTING POWER
558,809 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
558,809
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
558,809 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
2.1%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
CO
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Link Management LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☒ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
|
|
6
|
|
SHARED VOTING POWER
2,999,913 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
2,999,913
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,999,913 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
11.1%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
CO
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Seth Birnbaum
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☒ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
|
|
6
|
|
SHARED VOTING POWER
323,043 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
323,043
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
323,043 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
1.2%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
IN
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSONS
Tomas Revesz
|
|
2
|
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See Instructions)
(a) ☒ (b) ☐
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
|
|
|
|
|
|
|
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
|
|
6
|
|
SHARED VOTING POWER
662,724 shares
|
|
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|
|
8
|
|
SHARED DISPOSITIVE POWER
662,724
shares
|
|
|
|
|
|
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
662,724 shares
|
|
10
|
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
|
11
|
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
2.5%
|
|
12
|
|
TYPE OF REPORTING PERSON
(See Instructions)
IN
|
|
|
|
|
|
|
|
Item 1 (a).
|
|
Name of Issuer:
|
|
EverQuote, Inc.
|
|
|
|
|
|
|
|
Item 1 (b).
|
|
Address of Issuer’s Principal Executive Offices:
|
|
|
|
|
|
210 Broadway
Cambridge, Massachusetts
02139
|
|
|
|
|
Item 2 (a).
|
|
Name of Person Filing:
|
|
|
|
|
|
David B. Blundin
Link Ventures Investment
Vehicle II, LLC
Link Equity Partners, LLC
Link Ventures
LLLP
Link Management LLC
Cogo Labs, Inc.
Seth Birnbaum
Tomas Revesz
|
|
|
|
|
Item 2 (b).
|
|
Address of Principal Business Office or, if none, Residence:
|
|
|
|
|
|
One Kendall Square
Suite B2106
Cambridge, Massachusetts 02139
|
|
|
|
|
Item 2 (c).
|
|
Citizenship:
|
|
|
|
|
|
David B. Blundin, United States
Link
Ventures Investment Vehicle II, LLC, a Delaware limited liability company
Link Equity Partners, LLC, a Delaware limited liability company
Link Ventures LLLP, a Delaware limited partnership
Link
Management LLC, a Delaware limited liability company
Cogo Labs, Inc., a Delaware Corporation
Seth Birnbaum, United States
Tomas Revesz, United
States
|
|
|
|
|
Item 2 (d).
|
|
Title of Class of Securities:
|
|
|
|
|
|
Class A Common Stock, par value $0.001 per share
|
|
|
|
|
|
Item 2 (e).
|
|
CUSIP Number:
|
|
|
|
|
|
|
|
30041R108
|
|
|
|
|
|
|
|
Item 3.
|
|
If this Statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is
a:
|
|
|
|
|
|
(a)
|
|
☐
|
|
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
|
|
|
|
|
|
(b)
|
|
☐
|
|
Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
(c)
|
|
☐
|
|
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
(d)
|
|
☐
|
|
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
|
|
|
|
|
(e)
|
|
☐
|
|
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
|
|
|
|
|
(f)
|
|
☐
|
|
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
|
|
|
|
|
(g)
|
|
☐
|
|
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
|
|
|
|
|
|
(h)
|
|
☐
|
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|
|
|
|
|
(i)
|
|
☐
|
|
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
|
|
|
|
|
(j)
|
|
☐
|
|
A non-U.S. institution, in accordance with §240.13d-1(b)(1)(ii)(J);
|
|
|
|
|
|
(k)
|
|
☐
|
|
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
|
|
|
|
If filing as a non-U.S. institution in accordance with § 240.13d –
1(b)(1)(ii)(J), please specify
the type of institution: ___________
|
Not applicable
|
|
(a)
|
Amount beneficially owned:
|
As of June 11, 2020, (i) Link Ventures Investment Vehicle II, LLC directly owned 717,253 shares of Class A Common Stock and
4,909,540 shares of Class B Common Stock; (ii) Link Ventures LLLP directly owned 352,991 shares of Class A Common Stock and 2,646,922 shares of Class B Common Stock; (iii) Cogo Labs, Inc. directly owned 558,809 shares of
Class A Common Stock; (iv) Mr. Birnbaum owned 53,394 shares of Class A Common Stock, 237,904 shares of Class B Common Stock and held options and RSUs to purchase 31,745 shares of Class B Common Stock that vest within 60
days of June 11, 2020; and (v) Mr. Revesz owned 100,979 shares of Class A Common Stock, 530,000 shares of Class B Common Stock and held options and RSUs to purchase 31,745 shares of Class B Common Stock that vest within
60 days of June 11, 2020.
The Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the holder.
Mr. Blundin: 37.6%; Mr. Birnbaum: 1.2%; and Mr. Revesz: 2.5%.
The aggregate percentage of Class A Common Stock is based upon 17,922,392 shares of Class A common stock, $0.001 par value per
share, issued and outstanding and 9,109,517 shares of Class B common stock, $0.001 par value per share, as indicated by EverQuote, Inc. in its Form 10-Q for the period ended March 31, 2020.
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: See Row 5 of the cover page for each of the Filing Persons.
|
|
|
(ii)
|
Shared power to vote or to direct the vote. See Row 6 of the cover page for each of the Filing Persons.
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: See Row 7 of the cover page for each of the Filing
Persons.
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: See Row 8 of the cover page for each of the Filing
Persons.
|
|
Item 5.
|
Ownership of Five Percent or Less of a Class
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following ☐.
Not applicable.
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person
|
Mr. Blundin is the (i) managing member of Link Ventures Investment Vehicle II, LLC, (ii) managing member of Link Management
LLC, which is the general partner of Link Ventures LLLP; and (iii) managing member of Link Equity Partners, LLC, which is the sole stockholder of Cogo Labs, Inc.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person
|
Not applicable.
|
Item 8.
|
Identification and Classification of Members of the Group
|
Link Ventures LLLP and Messrs. Birnbaum and Revesz are parties to a Voting Agreement dated as of February 8, 2018, as amended (the
“Voting Agreement”). Pursuant to the Voting Agreement, Mr. Blundin holds an irrevocable proxy over the shares of Class A Common Stock and Class B Common Stock held by Messrs. Birnbaum and Revesz.
|
Item 9.
|
Notice of Dissolution of Group
|
Not applicable.
Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: June 24, 2020
|
|
|
/s/ David B. Blundin
|
|
David B. Blundin
|
|
|
|
|
|
Link Ventures Investment Vehicle II, LLC
|
|
|
|
|
By:
|
|
/s/ David B. Blundin
|
|
David B. Blundin
|
|
Managing Manager
|
|
|
|
|
|
Link Ventures LLLP
|
By: Link Management LLC, its
general partner
|
|
|
|
|
By:
|
|
/s/ David B. Blundin
|
|
David B. Blundin
|
|
Managing Manager
|
|
|
|
|
|
Link Management LLC
|
|
|
|
|
By:
|
|
/s/ David B. Blundin
|
|
David B. Blundin
|
|
Managing Manager
|
|
|
|
|
|
Link Equity Partners, LLC
|
|
|
|
|
By:
|
|
/s/ David B. Blundin
|
|
David B. Blundin
|
|
Managing Manager
|
|
|
|
|
|
Cogo Labs, Inc.
|
|
|
|
|
By:
|
|
/s/ Robert Fisher
|
|
Robert Fisher
|
|
President & Chief Executive Officer
|
|
|
|
/s/ Seth Birnbaum
|
|
Seth Birnbaum
|
|
|
|
/s/ Tomas Revesz
|
|
Tomas Revesz
|
Exhibit Index
|
|
|
|
|
Exhibit No.
|
|
Document
|
|
|
|
|
1
|
|
Joint Filing Agreement, dated February 14, 2019, by and among David B. Blundin, Link Ventures Investment Vehicle II, LLC, LV2 LP EQ Series B SPV, LLC, Link Equity Partners, LLC, Link Ventures LLLP, Link Management LLC, Cogo
Labs, Inc., Seth Birnbaum and Tomas Revesz (incorporated by reference to Exhibit 1 to the Schedule 13D filed by David B. Blundin on February 14, 2019).
|
EverQuote (NASDAQ:EVER)
Historical Stock Chart
From Mar 2024 to Apr 2024
EverQuote (NASDAQ:EVER)
Historical Stock Chart
From Apr 2023 to Apr 2024
