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  4. [Form 4] Everpure, Inc. Insider Trading Activity

Everpure (P) director awarded 3,515 RSUs and shifts 12,811 shares to trust

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

Rhea-AI Filing Summary

Dietzen Scott reported acquisition or exercise transactions in this Form 4 filing.

Everpure, Inc. director Scott Dietzen reported new equity awards and trust-related share movements. He received a grant of 3,515 shares of Class A Common Stock in the form of a Restricted Stock Unit award at no cash cost, bringing his directly held shares to 8,250.

The RSU award will vest 100% on June 10, 2027, subject to his Continuous Service, with prorated vesting if he voluntarily resigns earlier and accelerated vesting upon a Change in Control or Corporate Transaction as defined in the company’s 2015 Equity Incentive Plan. Separately, he transferred 12,811 shares from his direct holdings to the Scott Dietzen 2022 Revocable Trust, and additional shares are held in the Cather and Miles GST Exempt Trusts.

Positive

  • None.

Negative

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Insider Dietzen Scott
Role null
Type Security Shares Price Value
Grant/Award Class A Common Stock 3,515 $0.00 --
Other Class A Common Stock 12,811 $0.00 --
Other Class A Common Stock 12,811 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 8,250 shares (Direct, null); Class A Common Stock — 658,782 shares (Indirect, By Trust)
Footnotes (1)
  1. On June 1, 2026, the Reporting Person contributed 12,811 shares of Class A Common Stock to the Scott Dietzen 2022 Revocable Trust of which the Reporting Person is the Trustee. Shares are held by the Scott Dietzen 2022 Revocable Trust. The shares of Class A Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person. 100% of the shares subject to the Restricted Stock Unit award will vest on June 10, 2027, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2015 Equity Incentive Plan) on the vesting date, and provided that if the Reporting Person voluntarily resigns as a Director, then the shares subject to the Restricted Stock Unit award will vest as of the effective date of the resignation as to 1/365 of the shares subject to the award multiplied by the number of days of the Reporting Person's service between the date of grant and the effective date of the resignation. The Restricted Stock Unit award shall be subject to accelerated vesting as follows: In the event of a Change in Control or a Corporate Transaction (each, as defined in the Issuer's 2015 Equity Incentive Plan), the shares subject to the Restricted Stock Unit award will fully vest as of immediately prior to the effective time of such Change in Control or Corporate Transaction, subject to the Reporting Person's Continuous Service on the effective date of such Change in Control or Corporate Transaction. Shares are held by Cather GST Exempt Trust. Shares are held by Miles GST Exempt Trust.
RSU grant size 3,515 shares Restricted Stock Unit award of Class A Common Stock
Direct holdings after grant 8,250 shares Direct Class A Common Stock held following RSU award
Revocable trust holdings 658,782 shares Scott Dietzen 2022 Revocable Trust after 12,811-share contribution
Cather GST Exempt Trust holdings 100,000 shares Indirect Class A Common Stock held by Cather GST Exempt Trust
Miles GST Exempt Trust holdings 100,000 shares Indirect Class A Common Stock held by Miles GST Exempt Trust
Shares transferred to revocable trust 12,811 shares Contributed on June 1, 2026 from direct holdings
Restructuring shares total 25,622 shares Total shares involved in reported J-code restructuring entries
Restricted Stock Unit award financial
"The shares of Class A Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person."
A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.
Continuous Service financial
"100% of the shares subject to the Restricted Stock Unit award will vest on June 10, 2027, subject to the Reporting Person's Continuous Service..."
Change in Control financial
"In the event of a Change in Control or a Corporate Transaction... the shares subject to the Restricted Stock Unit award will fully vest..."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Corporate Transaction financial
"In the event of a Change in Control or a Corporate Transaction... the shares subject to the Restricted Stock Unit award will fully vest..."
Revocable Trust financial
"On June 1, 2026, the Reporting Person contributed 12,811 shares... to the Scott Dietzen 2022 Revocable Trust..."
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
GST Exempt Trust financial
"Shares are held by Cather GST Exempt Trust. Shares are held by Miles GST Exempt Trust."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Dietzen Scott
(Last)(First)(Middle)
C/O EVERPURE, INC.
2555 AUGUSTINE DRIVE
(Street)
SANTA CLARA CALIFORNIA 95054
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Everpure, Inc. [ P ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/01/2026J12,811(1)D$04,735D
Class A Common Stock06/01/2026J12,811(1)A$0658,782IBy Trust(2)
Class A Common Stock06/10/2026A3,515(3)(4)A$08,250D
Class A Common Stock100,000IBy Trust(5)
Class A Common Stock100,000IBy Trust(6)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On June 1, 2026, the Reporting Person contributed 12,811 shares of Class A Common Stock to the Scott Dietzen 2022 Revocable Trust of which the Reporting Person is the Trustee.
2. Shares are held by the Scott Dietzen 2022 Revocable Trust.
3. The shares of Class A Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person. 100% of the shares subject to the Restricted Stock Unit award will vest on June 10, 2027, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2015 Equity Incentive Plan) on the vesting date, and provided that if the Reporting Person voluntarily resigns as a Director, then the shares subject to the Restricted Stock Unit award will vest as of the effective date of the resignation as to 1/365 of the shares subject to the award multiplied by the number of days of the Reporting Person's service between the date of grant and the effective date of the resignation.
4. The Restricted Stock Unit award shall be subject to accelerated vesting as follows: In the event of a Change in Control or a Corporate Transaction (each, as defined in the Issuer's 2015 Equity Incentive Plan), the shares subject to the Restricted Stock Unit award will fully vest as of immediately prior to the effective time of such Change in Control or Corporate Transaction, subject to the Reporting Person's Continuous Service on the effective date of such Change in Control or Corporate Transaction.
5. Shares are held by Cather GST Exempt Trust.
6. Shares are held by Miles GST Exempt Trust.
Remarks:
/s/ Nicole Armstrong, attorney-in-fact06/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Everpure (P) director Scott Dietzen report?

Scott Dietzen reported receiving a grant of 3,515 shares of Everpure Class A Common Stock via a Restricted Stock Unit award. He also reported non-market trust-related share transfers, moving 12,811 shares from direct ownership into the Scott Dietzen 2022 Revocable Trust.

How do Scott Dietzen’s new Everpure (P) RSUs vest?

The 3,515-share Restricted Stock Unit award vests 100% on June 10, 2027, subject to Continuous Service. If he voluntarily resigns as director, vesting is prorated based on days served. Vesting also fully accelerates immediately before a qualifying Change in Control or Corporate Transaction.

Did Scott Dietzen buy or sell Everpure (P) shares on the market?

The filing does not show any open-market purchases or sales. It reports a 3,515-share RSU grant at a zero price and a 12,811-share transfer from his direct holdings into the Scott Dietzen 2022 Revocable Trust, characterized as an “other” transaction.

How many Everpure (P) shares does Scott Dietzen hold directly after these transactions?

Following the reported transactions, Scott Dietzen holds 8,250 shares of Everpure Class A Common Stock directly. This reflects his position after the 3,515-share Restricted Stock Unit grant and the 12,811-share transfer from direct ownership into the Scott Dietzen 2022 Revocable Trust.

What Everpure (P) shares are held through trusts associated with Scott Dietzen?

Shares are held by the Scott Dietzen 2022 Revocable Trust, which holds 658,782 shares after the contribution, and by the Cather and Miles GST Exempt Trusts, each shown with 100,000 shares. These positions are reported as indirect holdings “By Trust” in the Form 4.

Can Scott Dietzen’s Everpure (P) RSUs vest earlier than 2027?

Yes. If a Change in Control or Corporate Transaction occurs, the RSU shares will fully vest immediately before the effective time, assuming his Continuous Service. If he voluntarily resigns earlier, a portion vests based on days served between grant date and resignation date.