Form 4: Eventbrite CEO Hartz Disposes Shares in $4.50/Share Merger
Merger Completion Report
Eventbrite CEO Julia Hartz reported the disposition of all her direct and indirect equity holdings and options in Eventbrite, Inc. following its acquisition by Bending Spoons for $4.50 per share in cash.
Summary
- Eventbrite, Inc. was acquired by Bending Spoons US Inc., a subsidiary of Bending Spoons S.p.A., on March 10, 2026, becoming a wholly-owned subsidiary.
- Each share of Class A and Class B common stock was converted into the right to receive $4.50 in cash, without interest and subject to applicable withholding taxes.
- Reporting Person Julia Hartz disposed of 1,803,770 direct Class A common shares, 2,456 indirect Class A shares via a revocable trust, and 74,341 indirect Class A shares held by her spouse.
- She also disposed of 1,250,000 direct Class B common shares, 2,627,266 indirect Class B shares via an irrevocable trust, 4,273,601 indirect Class B shares via a revocable trust, and 1,661,026 indirect Class B shares held by her spouse.
- All outstanding restricted stock units (RSUs), including 360,444 held by Ms. Hartz, were cancelled and converted into cash based on the $4.50 merger consideration.
- Stock options with an exercise price exceeding the $4.50 merger consideration were cancelled and converted into cash amounts determined by a Black-Scholes model.
- Ms. Hartz received $1,574,982 in cash for her direct stock options and $19,078.99 for indirect options held by her spouse.
- An administrative error in previous reports led to the omission of 614 Class A common shares, which are now included in this report.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive event for the reporting person, Julia Hartz, as it provides a significant liquidity event through the cash conversion of her substantial equity holdings and options. While the company is no longer public, the fixed cash payout offers certainty and immediate value realization.
Positives
- Julia Hartz and other shareholders received a cash payout of $4.50 per share for their common stock, providing immediate liquidity.
- Outstanding restricted stock units were converted to cash based on the merger consideration, ensuring value realization for these awards.
- Out-of-the-money stock options were converted into a cash amount based on a Black-Scholes model, providing some value for previously unexercisable or underwater options.
Negatives
- Eventbrite, Inc. is no longer a publicly traded company, meaning shareholders lose future upside potential from independent growth.
- The fixed cash consideration of $4.50 per share means shareholders cannot benefit from any potential future appreciation of Eventbrite's stock value.
Future Outlook
The filing reports the completion of a merger, resulting in Eventbrite, Inc. becoming a wholly-owned subsidiary of Bending Spoons. As such, there are no forward-looking statements or guidance provided for Eventbrite as an independent public entity.
Industry Context
StockSavvy.ai notes that the acquisition of Eventbrite by Bending Spoons reflects a broader trend of consolidation in the event technology and digital platform sectors, where larger, often private, entities seek to integrate established platforms to expand market share or leverage synergistic technologies. This move takes a significant player in the event ticketing space private, potentially allowing for more agile strategic shifts away from public market scrutiny.
Stakeholder Impact
- Shareholders: All public shareholders received $4.50 per share in cash, providing a definitive exit and liquidity.
- Employees: While not explicitly detailed, employees holding RSUs and stock options would have had their equity converted to cash, providing a liquidity event.
Key Dates
| Date | Description |
|---|---|
| 2008-09-15 | Date of The Hartz 2008 Irrevocable Trust. |
| 2008-12-04 | Date of The Hartz Family Revocable Trust. |
| 2025-12-01 | Date of the Agreement and Plan of Merger between Eventbrite, Inc., Bending Spoons US Inc., and Everest Merger Sub Inc. |
| 2026-03-10 | Effective Time of the Merger, where Eventbrite, Inc. became a wholly-owned subsidiary of Bending Spoons US Inc. and all securities were converted to cash. |
| 2026-03-12 | Date of filing of this Form 4. |
| 2026-05-18 | Expiration date of certain stock options with a strike price of $7.40. |
| 2028-07-23 | Expiration date of certain stock options with a strike price of $13.72. |
| 2028-09-18 | Expiration date of certain stock options with a strike price of $23.00 (indirect). |
| 2029-06-06 | Expiration date of certain stock options with a strike price of $16.76. |
| 2030-05-20 | Expiration date of certain stock options with a strike price of $8.64. |
| 2031-03-23 | Expiration date of certain stock options with a strike price of $21.46. |
| 2031-06-08 | Expiration date of certain stock options with a strike price of $21.32 (indirect). |
| 2032-03-24 | Expiration date of certain stock options with a strike price of $14.07. |
| 2032-06-08 | Expiration date of certain stock options with a strike price of $12.10 (indirect). |
| 2033-04-16 | Expiration date of certain stock options with a strike price of $8.12. |
Keywords
Eventbrite, EB, Julia Hartz, Bending Spoons, Merger, Acquisition, Form 4, Insider Trading, Stock Disposition, Cash Payout, Private Company
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