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EverQuote, Inc.

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 4, 2025

EVER$28.82-4.9%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-05.

0000950170-25-102291

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-04.

0001193125-25-264817

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 19 previous paragraphs and 27 current paragraphs.

13 unchanged; 5 reworded; 8 added; 1 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 1 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (8)

Current report

The following table presents information with respect to shares of Class A common stock repurchased by EverQuote, Inc. during the three months ended September 30, 2025.

Current report

(1) Average price paid per share excludes broker commissions and costs associated with the repurchase.

Current report

(2) On July 22, 2025, our board of directors authorized the repurchase of up to $50.0 million in shares of the Company's Class A common stock. Repurchased shares are retired and resume the status of authorized but unissued shares of common stock.

Current report

(a) Repurchase and Lockup Agreements

Current report

On August 10, 2025, the Company entered into a common stock repurchase agreement (the “Repurchase Agreement”) with Link Ventures LLLP, an entity affiliated with funds advised by David Blundin, the Company's chairman of the board of directors and co-founder of the Company (“Link Ventures”). Pursuant to the Repurchase Agreement, the Company agreed to repurchase 900,000 shares of the Company’s Class A common stock directly from Link Ventures (the “Repurchase”) at a price of $23.33 per share, representing an approximate 1.8% discount to the closing price of the Company’s Class A common stock on August 8, 2025. The Repurchase was consummated on August 11, 2025, and the Company paid an aggregate purchase price of $21.0 million. The Repurchase was made under the Company’s share repurchase program and the repurchased shares were immediately retired.

Current report

The foregoing description of the Repurchase Agreement is qualified in its entirety by reference to the full text of the Common Stock Repurchase Agreement, listed as Exhibit 10.2 to this Quarterly Report on Form 10-Q and incorporated herein by reference to Exhibit 10.1 to the Amendment No. 9 to Schedule 13D filed with the SEC by David B. Blundin, Recognition Capital, LLC, Link Ventures LLLP, Link Management LLC, Cogo Fund 2020, LLC, Cogo Labs, LLC, and Link Equity Partners, LLC on August 13, 2025.

Current report

In connection with the Repurchase Agreement, Mr. Blundin and Link Ventures entered into a 180-day lock-up agreement (the “Lock-Up Agreement”) with the Company which restricts the sale or transfer of any of the Company’s shares of capital stock beneficially owned by Mr. Blundin, subject to customary exceptions, including sales pursuant to his previously adopted 10b5-1 trading plan. After 90 days following the closing of the Repurchase, Mr. Blundin may adopt a new 10b5-1 trading plan, so long as such plan does not permit sales during the 180-day lock-up period, and may sell shares in private placements to long-only investors reasonably acceptable to the Company.

Current report

The foregoing description of the Lock-Up Agreement is qualified in its entirety by reference to the full text of the Lock-Up Agreement, listed as Exhibit 10.3 to this Quarterly Report on Form 10-Q and incorporated herein by reference to Exhibit 10.2 to the Amendment No. 9 to Schedule 13D filed with the SEC by David B. Blundin, Recognition Capital, LLC, Link Ventures LLLP, Link Management LLC, Cogo Fund 2020, LLC, Cogo Labs, LLC, and Link Equity Partners, LLC on August 13, 2025.
Removed paragraphs (1)

Previous report

We did not purchase any of our registered equity securities during the period from April 1, 2025 to June 30, 2025.
Reworded paragraphs (5)

Previous wording

Fluctuations in our operating results could reduce our cash flow, or trigger restrictions under our credit agreement, cause use to be unable to repurchase shares under our recently announced share repurchase program, either at all or at the times or in the amounts we desire, and as a result our share repurchase program may not be as beneficial as we would like.

Current wording

Fluctuations in our operating results could reduce our cash flow, or trigger restrictions under our credit agreement and cause us to be unable to repurchase shares under our recently announced share repurchase program, either at all or at the times or in the amounts we desire, and as a result, our share repurchase program may not be as beneficial as we would like.

Previous wording

On July 22, 2025, our board of directors approved a $50.0 million share repurchase program for one year from the board approval date. This program does not require us to repurchase any specific number of shares, and may be modified, suspended, or terminated at any time without prior notice. Shares repurchased under the program will be subsequently retired. If our cash flow decreases as a result of decreased revenue, increased expenses, or other uses of cash, we may not be able to repurchase shares of our Class A common stock at all or at times or in the amounts we desire, including under the terms of our credit facility. As a result, the results of any share repurchase program may not be as beneficial as expected.

Current wording

On July 22, 2025, our board of directors approved a $50.0 million share repurchase program for one year from the board approval date. This program does not require us to repurchase any specific number of shares, and may be modified, suspended, or terminated at any time without prior notice. Shares repurchased under the program will be subsequently retired. If our cash flow decreases as a result of decreased revenue, increased expenses, or other uses of cash, we may not be able to repurchase shares of our Class A common stock at all or at times or in the amounts we desire, including under the terms of our credit facility. As a result, the results of any share repurchase program may not be as beneficial as expected. In August 2025, we repurchased $21.0 million of Class A common shares under the program from an entity affiliated with funds advised by our board chairman and co-founder and other affiliated entities of this individual.

Previous wording

On August 1, 2025, we entered into a new senior secured revolving credit facility with Western Alliance Bank and the other lenders party thereto (collectively, the “Lenders”) providing for a $60.0 million senior secured revolving line of credit, with the right to request an to increase from time to time of up to $25.0 million. This facility replaces the prior $25.0 million revolving line of credit with Western Alliance Bank.

Current wording

On August 1, 2025, we entered into a new senior secured revolving credit facility with the Lenders providing for a $60.0 million senior secured revolving line of credit, with the right to request an to increase from time to time of up to $25.0 million. This facility replaces the prior $25.0 million revolving line of credit with Western Alliance Bank.

Previous wording

Rule 10b5-1 Trading Plans

Current wording

(c)Rule 10b5-1 Trading Plans

Previous wording

(1) Mr. Neble's Rule 10b5-1 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.

Current wording

(1) Mr. Ayotte's Rule 10b5-1 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.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

(2) Mr. Brainard's Rule 10b5-1 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.