EverQuote, Inc.
For the period ended Mar 31, 2025. Filed May 7, 2025.
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Mar 31, 2025 · Filed May 7, 2025
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Other Information
Item 5. Other Information.
(a)Purchase and Sale Agreement
On May 1, 2025, we contemporaneously entered into and closed a Purchase and Sale Agreement, or the Purchase Agreement, with Tim Presto and Edward Hames, or collectively, the Buyers, pursuant to which we agreed to sell to the Buyers the right to receive certain commissions under the remaining P&C carrier contracts related to our DTC agency and certain related software and obligations related to that commission stream, or the Divested P&C Agency Assets, by selling Parachute Insurance Services Corp. and One Eighty Software, Inc., or collectively, the Parachute Companies, to the Buyers for cash consideration of $0.5 million and entering into a settlement agreement with the Buyers and Mr. McClintock to resolve all disputes and/or claims asserted by Mr. Presto individually and in his capacity as Seller Representative for himself, Mr. Hames and Mr. McClintock and others in the parties’ litigation captioned Presto v. EverQuote, Inc., filed in the Court of Chancery of the State of Delaware.
The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the full text of the Purchase Agreement, which is attached as Exhibit 10.1 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.
The Purchase Agreement has been attached as an exhibit to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about the Company, the Divested P&C Agency Assets or the Buyers.
(b)Western Alliance Bank Loan and Security Modification Agreement
On May 1, 2025, we entered into a Loan and Security Modification Agreement, or the 2025 Loan Amendment, with the Lender, which modified the 2023 Amended Loan Agreement between us and the Lender. Pursuant to the 2025 Loan Amendment, the Lender consented to the Purchase Agreement and released its security interests in the Parachute Companies arising under the 2023 Amended Loan Agreement and updated certain other covenants.
The foregoing description of the 2025 Loan Amendment is qualified in its entirety by reference to the full text of the 2025 Loan Amendment, which is attached as Exhibit 10.2 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.
(c)Rule 10b5-1 Trading Plans
The adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our Section 16 officers and directors for the three months ended March 31, 2025, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (“Rule 10b5-1 Plan”), were as follows:
| Name (Title) | Action Taken (Date of Action) | Type of Trading Arrangement | Nature of Trading Arrangement | Duration of Trading Arrangement | Aggregate Number of Securities |
|---|---|---|---|---|---|
| David Brainard(Chief Technology Officer) | Adoption(March 17, 2025) | Rule 10b5-1 trading arrangement | Sale | Until March 31, 2026, or such earlier date upon which all transactions are completed or expire without execution | Indeterminable (1) |
| Julia Brncic(General Counsel) | Adoption(March 17, 2025) | Rule 10b5-1 trading arrangement | Sale | Until September 20, 2025, or such earlier date upon which all transactions are completed or expire without execution | Indeterminable (2) |
(1) Mr. Brainard's Rule 10b5-1 Trading Plan provides for the sale of an indeterminable number of shares of common stock from the settlement of restricted stock units (“RSUs”). The shares of common stock is unknown as the number will vary based on the extent to which vesting conditions of the RSUs are satisfied, the market price of the Company’s common stock at the time of settlement and the amount of shares that would otherwise be issuable on each settlement date of a covered RSU that are sold or withheld in an amount sufficient to satisfy applicable tax withholding obligations.
(2) Ms. Brncic's Rule 10b5-1 Trading Plan provides for the sale of an indeterminable number of shares of common stock from the settlement of RSUs. The shares of common stock is unknown as the number will vary based on the extent to which vesting conditions of the RSUs are satisfied, the market price of the Company’s common stock at the time of settlement and the amount of shares that would otherwise be issuable on each settlement date of a covered RSU that are sold or withheld in an amount sufficient to satisfy applicable tax withholding obligations.
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