Blackley Seth 4

What Happened
Seth Blackley, CEO of Evolent Health (EVH), was granted 446,102 restricted stock units (RSUs) on July 1, 2026 (reported on a Form 4 filed July 6, 2026). The RSUs were reported at $0.00 per share (standard for awards). To satisfy tax withholding upon the grant/vesting mechanics, 10,297 shares were withheld/disposed at $5.74 per share, totaling approximately $59,105.

Key Details

• Transaction date: July 1, 2026; Form 4 filed July 6, 2026 (appears to be filed after the typical two-business-day deadline).
• Grant: 446,102 RSUs reported as Award (code A) at $0.00 per share.
• Tax withholding: 10,297 shares disposed (code F) at $5.74/share = $59,105 withheld to cover taxes.
• Shares owned after transaction: Not disclosed on this Form 4.
• Notable footnotes:
  • Award is under the Amended and Restated 2015 Omnibus Incentive Compensation Plan.
  • This grant is a second portion of the annual award (first portion granted March 2, 2026); additional shares were approved by shareholders on June 4, 2026.
  • Vesting schedule: 34% on July 1, 2027; 33% on July 1, 2028; 33% on July 1, 2029.
  • F4 indicates these RSUs include units from awards previously reported. F5 explains the withheld shares were to satisfy tax withholding.

Context
This was an equity award (RSUs) to the CEO, not an open-market purchase or sale of existing shares. RSU grants are common executive compensation and do not by themselves indicate a buy or sell signal; the tax withholding (code F) is a routine disposition to cover taxes. The late filing may be noteworthy for compliance tracking but does not change the substance of the award.