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EverQuote, Inc. (EVER) CFO tax-related share sale under Rule 10b5-1 plans

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

EverQuote, Inc. Chief Financial Officer Joseph Sanborn reported selling a total of 744 shares of Class A Common Stock in two open-market transactions on 2025-08-18, at a price of $23.61 per share. According to accompanying notes, the sales were effected under Rule 10b5-1 trading plans adopted in 2021 and 2022 and represent shares sold to satisfy tax withholding obligations from restricted stock units that vested on May 15, 2025, and are described as non-discretionary. After these transactions, Sanborn directly holds 260,646 shares of EverQuote Class A Common Stock.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine insider sales under pre-established 10b5-1 plans to cover tax withholding; not presented as discretionary trades.

The report discloses modest share sales by the CFO executed under two Rule 10b5-1 plans, each described as intended to satisfy the affirmative-defense conditions of Rule 10b5-1(c). The transactions are explicitly tied to tax withholding for RSU vesting on May 15, 2025, and the reporting person states the sales were not discretionary. From a securities-analysis perspective, these are standard compliance-driven dispositions rather than signal trades and do not, on their face, indicate a change in insider view of company fundamentals.

TL;DR: Proper use of 10b5-1 plans and clear disclosure demonstrate governance and adherence to insider-trading protocols.

The filing provides required Section 16 disclosure and documents reliance on two separate 10b5-1 plans adopted in prior years. The explanatory footnotes clarify the purpose (tax withholding for vested RSUs) and assert non-discretionary execution. The signature by an attorney-in-fact is present, completing procedural requirements. This aligns with good governance practices for planned insider liquidity events.

Insider Sanborn Joseph
Role Chief Financial Officer
Sold 744 shs ($18K)
Type Security Shares Price Value
Sale Class A Common Stock 511 $23.61 $12K
Sale Class A Common Stock 233 $23.61 $6K
Holdings After Transaction: Class A Common Stock — 260,646 shares (Direct)
Footnotes (2)
  1. F1. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2022, and represents the sale of shares necessary to meet tax withholding obligations as a result of vesting in restricted stock units on May 15, 2025. In compliance with SEC guidance, the reporting person has not checked the box above but states that the Rule 10b5-1 trading plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The sale does not represent a discretionary trade by the reporting person.
  2. F2. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 4, 2021, and represents the sale of shares necessary to meet tax withholding obligations as a result of vesting in restricted stock units on May 15, 2025. In compliance with SEC guidance, the reporting person has not checked the box above but states that the Rule 10b5-1 trading plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The sale does not represent a discretionary trade by the reporting person.
Shares sold 744 shares Aggregate Class A Common Stock sold on 2025-08-18
Average sale price $23.61 per share Price for EverQuote Class A Common Stock sales on 2025-08-18
First sale tranche 511 shares First reported sale of Class A Common Stock on 2025-08-18
Second sale tranche 233 shares Second reported sale of Class A Common Stock on 2025-08-18
Post-transaction holdings 260,646 shares Direct EverQuote Class A Common Stock held after reported sales
Net buy/sell shares 744 shares Net shares sold according to transaction summary (net-sell)
Rule 10b5-1 trading plan regulatory
"The sale was effected pursuant to a Rule 10b5-1 trading plan adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units financial
"tax withholding obligations as a result of vesting in restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
affirmative defense conditions regulatory
"intended to satisfy the affirmative defense conditions of Rule 10b5-1(c)"
tax withholding obligations financial
"represents the sale of shares necessary to meet tax withholding obligations"

FAQ

What insider stock sale did EverQuote (EVER) report for CFO Joseph Sanborn?
CFO Joseph Sanborn sold 744 EverQuote shares on August 18, 2025 at $23.61 per share. The trades were made under Rule 10b5-1 plans to cover tax withholding from restricted stock units vesting on May 15, 2025, and were described as non-discretionary.

At what price were the EverQuote (EVER) shares sold by the CFO?
Sanborn’s reported transactions show an average sale price of $23.61 per share for EverQuote Class A Common Stock. Two tranches of 511 and 233 shares were sold on August 18, 2025, both at this same per-share price.

How many EverQuote (EVER) shares does CFO Joseph Sanborn hold after the Form 4?
Following the reported sales, Sanborn directly holds 260,646 shares of EverQuote Class A Common Stock. This post-transaction balance reflects his remaining direct ownership after selling 744 shares to satisfy tax obligations tied to restricted stock unit vesting.

Were EverQuote (EVER) CFO Joseph Sanborn’s sales made under a Rule 10b5-1 plan?
Yes. Footnotes state the sales were effected pursuant to Rule 10b5-1 trading plans adopted in 2021 and 2022. The transactions are described as non-discretionary and intended to meet tax withholding obligations from restricted stock units vesting on May 15, 2025.

Why did EverQuote (EVER) CFO Joseph Sanborn sell shares according to the filing notes?
The notes explain the sales represent shares sold to meet tax withholding obligations related to restricted stock units that vested on May 15, 2025. They further state the trades were made under Rule 10b5-1 plans and do not represent discretionary trades by Sanborn.

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Form 4 Insider Transactions: What Each Field Means →
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Sanborn Joseph
(Last) (First) (Middle)
C/O EVERQUOTE, INC.
141 PORTLAND STREET
(Street)
CAMBRIDGE MA 02139
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EverQuote, Inc. [ EVER ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025
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 08/18/2025 S 511(1) D $23.61 260,879 D
Class A Common Stock 08/18/2025 S 233(2) D $23.61 260,646 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
Explanation of Responses:
1. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2022, and represents the sale of shares necessary to meet tax withholding obligations as a result of vesting in restricted stock units on May 15, 2025. In compliance with SEC guidance, the reporting person has not checked the box above but states that the Rule 10b5-1 trading plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The sale does not represent a discretionary trade by the reporting person.
2. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 4, 2021, and represents the sale of shares necessary to meet tax withholding obligations as a result of vesting in restricted stock units on May 15, 2025. In compliance with SEC guidance, the reporting person has not checked the box above but states that the Rule 10b5-1 trading plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The sale does not represent a discretionary trade by the reporting person.
/s/ Jon Ayotte, as attorney-in-fact for Joseph Sanborn 08/19/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR