Eventbrite (NYSE: EB) director cleared out in $4.50-per-share cash merger

Rhea-AI Filing Summary

Eventbrite, Inc. director Sean P. Moriarty reported a series of dispositions tied to the company’s merger with Bending Spoons US Inc. on March 10, 2026. Each share of Class A and Class B common stock outstanding immediately before the effective time was converted into the right to receive $4.50 in cash, without interest and subject to withholding taxes. Time-based restricted stock units were cancelled and converted into cash equal to the number of underlying shares multiplied by the $4.50 merger consideration. Stock options with exercise prices above the merger consideration were cancelled and converted into a cash payment of $22,328.80, determined using a Black‑Scholes model. Moriarty’s reported Class A holdings were fully disposed of in issuer transactions, and a prior over-reporting of 15,791 shares was corrected due to an administrative error.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MORIARTY SEAN P

(Last) (First) (Middle)

C/O EVENTBRITE, INC.

95 THIRD STREET, 2ND FLOOR

(Street)

SAN FRANCISCO CA 94103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Eventbrite, Inc. [ EB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/10/2026		D		81,552(1)	D	(2)	156,484	D
Class A Common Stock	03/10/2026		D		156,484	D	(3)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$6.18	03/10/2026		D			50,000	(4)	11/01/2026	Class A Common Stock	50,000	(4)	0	D
Stock Option (Right to Buy)	$8.64	03/10/2026		D			20,302	(4)	05/20/2030	Class A Common Stock	20,302	(4)	0	D
Stock Option (Right to Buy)	$12.1	03/10/2026		D			6,852	(4)	06/08/2032	Class A Common Stock	6,852	(4)	0	D
Stock Option (Right to Buy)	$16.76	03/10/2026		D			10,724	(4)	06/06/2029	Class A Common Stock	10,724	(4)	0	D
Stock Option (Right to Buy)	$21.32	03/10/2026		D			3,671	(4)	06/08/2031	Class A Common Stock	3,671	(4)	0	D
Stock Option (Right to Buy)	$23	03/10/2026		D			5,645	(4)	09/18/2028	Class A Common Stock	5,645	(4)	0	D

Explanation of Responses:

1. Excludes 15,791 shares of Class A common stock, which were inadvertently over-reported in the Reporting Person's previous reports due to an administrative error

2. 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").

3. 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.

4. 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 $22,328.80, which was determined based on a Black-Scholes model.

	By: Kristin Johnston, Attorney-in-fact For: the Reporting Person	03/12/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Eventbrite (EB) director Sean P. Moriarty report?

Sean P. Moriarty reported multiple dispositions to the issuer on Eventbrite’s merger closing date. These included issuer dispositions of Class A common stock and the cancellation of stock options with exercise prices above the $4.50 per-share merger consideration, all converted into specified cash rights.

How were Eventbrite (EB) common shares treated in the Bending Spoons merger?

Each Eventbrite Class A and Class B common share outstanding immediately before the effective time of the merger was converted into the right to receive $4.50 in cash. The cash payment is without interest and subject to applicable withholding taxes under the merger agreement.

What happened to Eventbrite (EB) restricted stock units in the merger?

Each time-based restricted stock unit, including deferred RSUs, was cancelled at the merger’s effective time. Holders instead receive cash equal to the total number of underlying shares multiplied by the $4.50 merger consideration, paid without interest but subject to applicable withholding taxes.

How were Eventbrite (EB) stock options with high exercise prices handled?

Any Eventbrite stock option with an exercise price above the $4.50 merger consideration was cancelled at the effective time. In place of these options, holders receive a cash amount of $22,328.80, calculated using a Black‑Scholes option pricing model, instead of retaining those options.

Did Sean P. Moriarty retain any direct Eventbrite (EB) Class A shares after the merger?

Following the reported issuer dispositions on March 10, 2026, Sean P. Moriarty’s direct Class A common stock holdings were reduced to zero. The transactions reflect shares being converted into merger consideration, consistent with Eventbrite becoming a wholly owned subsidiary of Bending Spoons US Inc.

Was there any correction to previously reported Eventbrite (EB) share holdings for Sean P. Moriarty?

Yes. The filing notes that 15,791 shares of Class A common stock had been inadvertently over‑reported in earlier reports. This over‑statement resulted from an administrative error and those shares are excluded from the current reported holdings and transactions.