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Eventbrite, Inc.·4

Mar 12, 4:47 PM ET

Hartz Julia 4

4 · Eventbrite, Inc. · Filed Mar 12, 2026

Research Summary

AI-generated summary of this filing

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Eventbrite (EB) 10% Owner Julia Hartz Sells 19.19M Shares in Merger

What Happened
Julia D. Hartz, a reported 10% owner and co-trustee of several Hartz family trusts, disposed of a total of 19,191,646 Eventbrite (EB) shares on March 10, 2026. The dispositions were made to the issuer as part of the company’s merger with Bending Spoons US Inc.; under the merger each outstanding share converted into the right to receive $4.50 in cash. At $4.50 per share, the converted shares generated approximately $86,362,407 in cash consideration. Several entries were derivative-related (restricted stock units and option cancellations) that were likewise cancelled and converted to cash; two option cancellations were separately converted into Black‑Scholes cash payments of $1,574,982 and $19,078.99 per the filing footnotes.

Key Details

  • Transaction date: March 10, 2026 (reported on Form 4 filed March 12, 2026) — filing appears timely.
  • Merger consideration: $4.50 per share; total shares disposed: 19,191,646; approximate cash = $86.36M.
  • Some items were derivative conversions: outstanding RSUs cancelled for cash (footnote F3); certain options cancelled and converted into specified Black‑Scholes cash amounts (F8, F9).
  • Ownership notes: shares held in Hartz family trusts and by spouse are disclosed (F4, F5, F7); F1 notes 614 shares were previously omitted due to an administrative error.
  • Shares owned after the transaction are not shown as continuing public holdings — most equity was converted to cash under the merger terms.

Context

  • These dispositions were part of a corporate exit (merger) that converted equity and equity-based awards into cash; they are not ordinary open‑market sales.
  • For retail investors: forced conversions in a takeover differ from voluntary insider selling — they reflect deal terms rather than a direct signal of confidence or lack thereof.
  • As a >10% owner and co‑trustee, Hartz’s filings reflect trust and spousal holdings as noted in the footnotes rather than routine trading activity.

Insider Transaction Report

Form 4Exit
Period: 2026-03-10
Eventbrite, Inc.EB
Hartz Julia
DirectorCEO10% Owner
Transactions
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-03-10−1,803,770→ 360,444 total
  • Disposition to Issuer

    Class A Common Stock

    [F3]
    2026-03-10−360,444→ 0 total
  • Disposition to Issuer

    Class A Common Stock

    [F2][F4]
    2026-03-10−2,456→ 0 total(indirect: By Trust)
  • Disposition to Issuer

    Class A Common Stock

    [F2][F5]
    2026-03-10−74,341→ 0 total(indirect: By Spouse)
  • Disposition to Issuer

    Class B Common Stock

    [F6][F2]
    2026-03-10−1,250,000→ 0 total
    → Class A Common Stock (1,250,000 underlying)
  • Disposition to Issuer

    Class B Common Stock

    [F6][F2][F7]
    2026-03-10−2,627,266→ 0 total(indirect: By Trust)
    → Class A Common Stock (2,627,266 underlying)
  • Disposition to Issuer

    Class B Common Stock

    [F6][F2][F4]
    2026-03-10−4,273,601→ 0 total(indirect: By Trust)
    → Class A Common Stock (4,273,601 underlying)
  • Disposition to Issuer

    Class B Common Stock

    [F6][F2][F5]
    2026-03-10−1,661,026→ 0 total(indirect: By Spouse)
    → Class A Common Stock (1,661,026 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    [F8]
    2026-03-10−164,609→ 0 total
    Exercise: $8.12Exp: 2033-04-16→ Class A Common Stock (164,609 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F8]
    2026-03-10−1,552,468→ 0 total
    Exercise: $7.40Exp: 2026-05-18→ Class A Common Stock (1,552,468 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F8]
    2026-03-10−835,189→ 0 total
    Exercise: $8.64Exp: 2030-05-20→ Class A Common Stock (835,189 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F8]
    2026-03-10−2,877,468→ 0 total
    Exercise: $13.72Exp: 2028-07-23→ Class A Common Stock (2,877,468 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F8]
    2026-03-10−621,811→ 0 total
    Exercise: $14.07Exp: 2032-03-24→ Class A Common Stock (621,811 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F8]
    2026-03-10−520,834→ 0 total
    Exercise: $16.76Exp: 2029-06-06→ Class A Common Stock (520,834 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F8]
    2026-03-10−519,169→ 0 total
    Exercise: $21.46Exp: 2031-03-23→ Class A Common Stock (519,169 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F9][F5]
    2026-03-10−20,302→ 0 total(indirect: By Spouse)
    Exercise: $8.64Exp: 2030-05-20→ Class A Common Stock (20,302 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F9][F5]
    2026-03-10−6,852→ 0 total(indirect: By Spouse)
    Exercise: $12.10Exp: 2032-06-08→ Class A Common Stock (6,852 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F9][F5]
    2026-03-10−10,724→ 0 total(indirect: By Spouse)
    Exercise: $16.76Exp: 2029-06-06→ Class A Common Stock (10,724 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F9][F5]
    2026-03-10−3,671→ 0 total(indirect: By Spouse)
    Exercise: $21.32Exp: 2031-06-08→ Class A Common Stock (3,671 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F9][F5]
    2026-03-10−5,645→ 0 total(indirect: By Spouse)
    Exercise: $23.00Exp: 2028-09-18→ Class A Common Stock (5,645 underlying)
Footnotes (9)
  • [F1]Includes 614 shares of Class A common stock, which were inadvertently omitted in the Reporting Person's previous reports due to an administrative error.
  • [F2]On March 10, 2026, pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 1, 2025, by and among Eventbrite, Inc., a Delaware corporation (the "Issuer"), Bending Spoons US Inc., a Delaware corporation ("Parent") and a wholly owned subsidiary of Bending Spoons S.p.A., and Everest Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), subject to the terms and conditions of the Merger Agreement, each share of Class A common stock and Class B common stock issued and outstanding immediately prior to the Effective Time (subject to certain exceptions) was converted into the right to receive $4.50 in cash, without interest and subject to applicable withholding taxes (the "Merger Consideration").
  • [F3]At the Effective Time, each time-based Issuer restricted stock unit (including deferred restricted stock units, each an "Issuer RSU") that was outstanding immediately prior to the Effective Time (whether vested or unvested) was cancelled and converted into the right to receive (without interest) an amount in cash equal to (x) the total number of shares underlying such Issuer RSU, multiplied by (y) the Merger Consideration.
  • [F4]The shares are owned by the Kevin Earnest Hartz & Julia D. Hartz TTEES the Hartz Family Revocable Trust Dtd 12/4/08 of which the Reporting Person is a co-trustee.
  • [F5]Held by Kevin Hartz, who is the spouse of the Reporting Person, and as such may be deemed to be beneficially held by the Reporting Person.
  • [F6]Each share of Class B common stock is convertible into one share of Class A common stock at the option of the holder and has no expiration date.
  • [F7]The shares are owned by The Hartz 2008 Irrevocable Trust, dated September 15, 2008 of which the Reporting Person is a co-trustee.
  • [F8]At the Effective Time, any option to purchase shares of Class A Common Stock that was outstanding and unexercised immediately prior to the Effective Time for which the exercise price exceeded the Merger Consideration (whether vested or unvested) was cancelled and converted into the right to receive (without interest) an amount in cash equal to $1,574,982, which was determined based on a Black-Scholes model.
  • [F9]At the Effective Time, any option to purchase shares of Class A Common Stock that was outstanding and unexercised immediately prior to the Effective Time for which the exercise price exceeded the Merger Consideration (whether vested or unvested) was cancelled and converted into the right to receive (without interest) an amount in cash equal to $19,078.99, which was determined based on a Black-Scholes model.
Signature
By: Kristin Johnston, Attorney-in-fact For: the Reporting Person|2026-03-12

Documents

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    edgardoc.xmlPrimary

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