UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
10-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2018
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
Commission file number:
001-38549
EverQuote, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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26-3101161
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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210 Broadway
Cambridge, Massachusetts
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02139
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(Address of principal executive offices)
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(Zip Code)
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(855)
522-3444
(Registrants telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Name of exchange on which
registered
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Class A Common Stock, $0.001 Par Value
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The Nasdaq Global Market
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Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check
mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes ☐ No ☒
Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation
S-T
(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such
files). Yes ☒ No ☐
Indicate by check mark if disclosure of
delinquent filers pursuant to Item 405 of Regulation
S-K
(§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrants knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this Form
10-K
or any amendment to this Form
10-K. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated
filer, a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting
company, and emerging growth company in Rule
12b-2
of the Exchange Act.
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Large accelerated filer
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Accelerated filer
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Non-accelerated
filer
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Smaller reporting company
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Emerging growth company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the
Exchange Act). Yes ☐ No ☒
Based on the closing price of the
registrants Class A common stock on the last business day of the registrants most recently completed second fiscal quarter, which was June 29, 2018, the aggregate market value of its Class A common stock and Class B
common stock (based on a closing price of $18.12 per share on June 29, 2018 as reported on the Nasdaq Global Market and giving effect to the conversion of all convertible preferred stock into shares of Class B common stock and the sales of
shares by the selling stockholders that occurred on July 2, 2018) held by
non-affiliates
was approximately $197,900,000.
As of January 31, 2019, the registrant had 8,047,404 shares of Class A common stock, $0.001 par value per share, issued and
outstanding and 17,196,502 shares of Class B common stock, $0.001 par value per share, issued and outstanding.
DOCUMENTS
INCORPORATED BY REFERENCE
Portions of the registrants Proxy Statement for its 2019 Annual Meeting of Stockholders, which the
registrant intends to file with the Securities and Exchange Commission not later than 120 days after the registrants fiscal year ended December 31, 2018, are incorporated by reference into Part III of this Annual Report on
Form 10-K.