Wheeless Naomi 4
Research Summary
AI-generated summary
Eventbrite (EB) Director Naomi Wheeless Cashes Out 189,865 Shares
What Happened
Naomi Wheeless, a director of Eventbrite, disposed of a total of 189,865 securities on March 10, 2026 as part of Eventbrite’s merger with Bending Spoons. The breakdown reported: 89,888 shares and 79,051 shares (common stock) plus 10,403; 6,852; and 3,671 derivative units (RSUs or similar). Under the merger terms, outstanding Class A and Class B shares and time‑based restricted stock units were converted into the right to receive $4.50 per share. Based on that per‑share consideration, the cash amounts approximate:
- 89,888 shares × $4.50 = $404,496.00
- 79,051 shares × $4.50 = $355,729.50
- 10,403 units × $4.50 = $46,813.50
- 6,852 units × $4.50 = $30,834.00
- 3,671 units × $4.50 = $16,519.50
Total cash received ≈ $854,392.50. The filing lists these as dispositions to the issuer (i.e., cashed out under the merger), not open‑market sales.
Key Details
- Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (filed within the usual 2‑business‑day window).
- Per‑share merger consideration: $4.50 in cash (no interest, subject to withholding).
- Shares owned after transaction: not reported in this filing.
- Footnotes: Merger Agreement converted outstanding shares and time‑based RSUs into cash at $4.50/share. The filing also notes that any out‑of‑the‑money options were cancelled and converted to a cash payment determined by a Black‑Scholes calculation (the filing references a specific calculated cash amount for such options).
- Transaction type: Dispositions to the issuer due to a corporate merger (not an open‑market sale).
Context
These disposals were part of the company being acquired and reflect the contractual cash‑out of equity and time‑based awards under the merger, not a voluntary market sale by the insider. Such merger cash‑outs are standard and do not necessarily indicate the insider’s view of future performance.