Eventbrite filings document the regulatory record for the events marketplace and its transition from a NYSE-listed public company to a wholly owned subsidiary of Bending Spoons. The company’s Form 25 covers removal of its Class A common stock from NYSE listing and registration, while its Form 15 covers termination of Exchange Act registration and reporting obligations for that security.
Eventbrite’s 8-K filings also record material-event disclosures, merger-related agreements, shareholder voting matters, executive compensation arrangements, operating and financial results, risk factors, governance items, and capital-structure disclosures tied to its former public-company status.
Eventbrite, Inc. received a Schedule 13G reporting that investment manager Glazer Capital, LLC and its managing member Paul J. Glazer beneficially own 4,354,285 shares of Eventbrite Class A common stock. This position represents 5.31% of the outstanding class, giving them shared power to vote and dispose of all these shares, with no sole voting or dispositive power reported.
The shares are held through funds and managed accounts advised by Glazer Capital, and both Glazer Capital and Paul Glazer report the same ownership. They certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Eventbrite, indicating a passive investment posture consistent with a Schedule 13G filing.
Eventbrite, Inc.'s CEO and director reported several equity transactions on 12/19/2025. The filings show 6,863 Class A shares acquired upon the settlement of restricted stock units and a deemed acquisition of 1,632,688 Class A shares tied to performance-based restricted stock units, both at an exercise price of $0.0. The company withheld 1,413,175 Class A shares at $4.43 per share to cover income tax obligations, which is not described as a sale by the insider.
After these transactions, the reporting person beneficially owns 1,803,156 Class A shares directly, plus 2,456 Class A shares held through a family revocable trust and 74,341 Class A shares held by a spouse who serves as chairman of the board. The filing notes that the vesting and settlement of the awards accelerated in December 2025 under terms previously described in a December 2025 current report.
Eventbrite, Inc. Chief Financial Officer reported a routine equity-related transaction involving the company’s Class A common stock. On 12/19/2025, 320,073 shares were withheld by Eventbrite to cover income tax and withholding obligations tied to the net settlement of restricted stock units, at a price of $4.43 per share. This withholding is an administrative step and is not a market sale by the executive. After this transaction, the reporting person beneficially owned 913,556 shares of Class A common stock directly.
Eventbrite, Inc. reported an insider transaction by its General Counsel involving Class A common stock. On 12/19/2025, 77,483 shares were disposed of at $4.43 per share under transaction code "F," which indicates shares withheld to cover taxes on equity awards. An accompanying note explains these shares were withheld by the company to satisfy income tax and withholding obligations related to the net settlement of restricted stock units and do not represent a market sale by the insider. After this tax withholding, the reporting person beneficially owns 564,486 shares of Class A common stock.
Eventbrite, Inc.'s Chief Product Officer, a reporting officer of the company, updated their holdings following an equity compensation event. On 12/19/2025, 98,988 shares of Class A common stock were withheld at $4.43 per share to cover income tax, withholding, and remittance obligations tied to the net settlement of restricted stock units. This withholding is explicitly described as not a sale by the reporting person. After this transaction, the officer beneficially owns 775,595 shares of Eventbrite Class A common stock in direct ownership.
Eventbrite, Inc. reported an equity award to its General Counsel in the form of restricted stock units (RSUs). On 12/18/2025, the officer received 290,698 RSUs of Class A common stock at a price of $0.0 per share, reflecting a compensatory grant rather than a market purchase. After this award, the officer beneficially owns 641,969 Class A shares directly. Each RSU represents the right to receive one share of Class A common stock, vesting over three years in equal one-third installments on each of the first three anniversaries of the grant date, subject to continued employment. The treatment of these RSUs in connection with certain transactions will be governed by a merger agreement referenced in a prior Form 8-K.
Eventbrite, Inc. reports that its Compensation Committee has adjusted executive pay timing in connection with the pending merger with Bending Spoons US Inc. The committee approved accelerating into December 2025 the vesting and payment of certain performance- and time-based restricted stock units, as well as the annual cash bonus for 2025, for four senior executives, using an assumed bonus payout of 26.25% of target. These changes are intended to address potential “excess parachute payment” issues under Section 280G of the tax code and related excise taxes under Section 4999, while preserving corporate tax deductions.
Each executive signed a Section 280G Mitigation Acknowledgement, under which they must repay the after-tax portion of the accelerated payments if they leave before the date the awards and bonuses would originally have vested and such amounts would otherwise have been forfeited. This repayment obligation ends once the merger is completed.
Eventbrite, Inc. has agreed to be acquired by Bending Spoons U.S., Inc. under a merger agreement where, at the effective time of the merger, each issued and outstanding share of Eventbrite capital stock will be converted into the right to receive $4.50 in cash per share, without interest. A wholly owned subsidiary of Bending Spoons, Everest Merger Sub Inc., will merge with and into Eventbrite, which will survive as a wholly owned subsidiary of Bending Spoons.
Schedule 13D/A Amendment No. 1 updates the beneficial ownership and intentions of co-founders Kevin Hartz and Julia Hartz. Kevin Hartz reports beneficial ownership of 8,686,498 shares of Class A and Class B common stock, representing 9.5% of the class on an as-converted basis. Julia Hartz reports beneficial ownership of 15,590,687 shares, representing 16.0% of the class on an as-converted basis.
Concurrently with the merger agreement, the Hartzes and other stockholders entered into a Voting and Support Agreement committing their shares to vote for the merger and against competing acquisition or restructuring proposals and waiving appraisal rights on those shares.
Eventbrite, Inc. entered into a definitive Agreement and Plan of Merger under which Bending Spoons US Inc. will acquire Eventbrite in an all-cash transaction. At closing, each outstanding share of Eventbrite Class A and Class B common stock will be converted into the right to receive $4.50 in cash per share, subject to customary exceptions and tax withholding. Outstanding stock options, time-based RSUs and performance-based RSUs will be cancelled and converted into cash based on the same per-share merger price, with underwater options valued using a Black‑Scholes model. The deal is subject to approval by a majority of Eventbrite’s voting power, clearance under the Hart‑Scott‑Rodino Act and other customary closing conditions, with an outside date of June 1, 2026. Certain major stockholders, including Julia and Kevin Hartz and related entities, have signed a voting and support agreement to vote their shares in favor of the merger. If specified competing-deal or failure scenarios occur, Eventbrite may owe Parent a termination fee of $14,400,000.
Eventbrite, Inc. reported that it has entered into a definitive agreement under which Bending Spoons US, Inc., a wholly owned subsidiary of Bending Spoons S.p.A., will acquire the company. The announcement explains that the merger is subject to conditions such as stockholder and regulatory approvals and other customary closing requirements.
The company highlights multiple risks that could affect whether the transaction is completed and its potential effects, including possible litigation, business disruption, employee retention challenges, changes in business relationships, transaction costs, and the possibility the agreement could be terminated. Eventbrite plans to file a detailed proxy statement with the SEC, which will provide stockholders with more information about the proposed transaction and related risks.