Filing Details

Accession Number:
0001193125-24-069388
Form Type:
13D Filing
Publication Date:
2024-03-14 20:00:00
Filed By:
Blundin David B
Company:
Everquote Inc. (NASDAQ:EVER)
Filing Date:
2024-03-15
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
David B. Blundin 617,561 8,260,613 617,561 8,260,613 8,878,174 25.9%
Recognition Capital 0 695,298 0 695,298 695,298 2.0%
Link Ventures LLLP 0 7,171,947 0 7,171,947 7,171,947 21.0%
Link Management 0 7,171,947 0 7,171,947 7,171,947 21.0%
Cogo Fund 0 393,268 0 393,268 393,268 1.1%
Cogo Labs 0 393,268 0 393,268 393,268 1.1%
Link Equity Partners 0 393,268 0 393,268 393,268 1.1%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)*

 

 

EverQuote, Inc.

(Name of Issuer)

Class A Common Stock, $0.001 Par Value Per Share

(Title of Class of Securities)

30041R108

(CUSIP Number)

Link Ventures LLLP

One Kendall Square

Suite B2106

Cambridge, MA 02139

Attn: Dominic Lloyd

(781) 228-5674

With copy to:

John C. Partigan

Lloyd H. Spencer

Nixon Peabody LLP

799 9th Street NW, Suite 500

Washington, DC 20001

(202) 585-8000

((Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

March 11, 2024

(Date of Event Which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☒.

 

*

The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

 

 


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 David B. Blundin

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 United States

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 617,561 shares

    8  

 Shared Voting Power*

 

 8,260,613 shares

    9  

 Sole Dispositive Power

 

 617,561 shares

   10  

 Shared Dispositive Power*

 

 8,260,613 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 8,878,174 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 25.9%

14  

 Type of Reporting Person (See Instructions)

 

 IN

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 Recognition Capital, LLC

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 695,298 shares

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 695,298 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 695,298 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 2.0%

14  

 Type of Reporting Person (See Instructions)

 

 CO

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 Link Ventures LLLP

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power*

 

 7,171,947 shares

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power*

 

 7,171,947 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 7,171,947 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 21.0%

14  

 Type of Reporting Person (See Instructions)

 

 PN

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 Link Management LLC

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power*

 

 7,171,947 shares

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power*

 

 7,171,947 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 7,171,947 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 21.0%

14  

 Type of Reporting Person (See Instructions)

 

 CO

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 Cogo Fund 2020, LLC

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 393,268 shares

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 393,268 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 393,268 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 1.1%

14  

 Type of Reporting Person (See Instructions)

 

 CO

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 Cogo Labs, LLC

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 393,268 shares

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 393,268 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 393,268 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 1.1%

14  

 Type of Reporting Person (See Instructions)

 

 CO

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


CUSIP No. 30041R108

 

 1   

 Name of Reporting Person

 

 Link Equity Partners, LLC

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☒  (b) ☐

 

 3  

 SEC Use Only

 

 4  

 Source of Funds

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Delaware

Number of

Shares  Beneficially 

Owned by

Each

Reporting

Person

With

 

    7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 393,268 shares

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 393,268 shares

11   

 Aggregate Amount Beneficially Owned by Each Reporting Person*

 

 393,268 shares

12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

13  

 Percent of Class Represented by Amount in Row (11)*

 

 1.1%

14  

 Type of Reporting Person (See Instructions)

 

 CO

 

*

Reflects Class B Common Stock of the Issuer on an as-converted to Class A Common Stock basis.


Amendment No. 5 to Schedule 13D

This Amendment No. 5 to Schedule 13D (the Amendment No. 5) is being filed by David B. Blundin, Recognition Capital, LLC (Recognition Capital), Link Ventures LLLP (Link Ventures), Link Management LLC (Link Management), Cogo Fund 2020, LLC (Cogo Fund), Cogo Labs, LLC (Cogo Labs), and Link Equity Partners, LLC (LEP). All such parties are collectively referred to herein as the Reporting Persons.

This Amendment No. 5 amends the Schedule 13D filed with the SEC on February 9, 2022, as amended by the Amendment No. 1 to Schedule 13D filed with the SEC on March 3, 2022, as further amended by the Amendment No. 2 to Schedule 13D filed with the SEC on March 28, 2022, as further amended by the Amendment No. 3 to Schedule 13D filed with the SEC on April 25, 2023, and as further amended by the Amendment No. 4 to Schedule 13D filed with the SEC on February 20, 2024 (collectively, as amended, the Schedule 13D).

 

Item 1.

Security and Issuer.

Item 1 of the Schedule 13D is hereby amended and restated in its entirety as follows:

The title and class of equity securities to which the Schedule 13D relates is the Class A Common Stock, $0.001 par value per share (the Class A Common Stock), of EverQuote, Inc., a Delaware corporation (the Issuer). The principal executive offices of the Issuer are located at 210 Broadway, Cambridge, MA 02139.

 

Item 2.

Identity and Background.

Item 2 of the Schedule 13D is hereby revised and supplemented with the following:

(d) (e) None of the Reporting Persons has, during the last five years, been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he, she or it is or was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 4.

Purpose of Transaction.

Item 4 of the Schedule 13D is hereby revised and supplemented with the following:

The Reporting Persons set forth below sold the amount of shares of Class A Common Stock on the date and at the price set forth below by their name in open market transactions. All daily sales of the shares were sold in multiple transactions at varying prices. The Reporting Persons undertakes to provide EverQuote, Inc., any security holder of EverQuote, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this Schedule 13D. Transactions below noted with an * were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Persons on September 5, 2023.

March 11, 2024:

 

   

Link Ventures LLLP 10,549 shares at a weighted average price of $17.07 per share (multiple transactions at prices ranging from $17.00 to $17.27 inclusive).

March 12, 2024:

 

   

David Blundin 26,011 shares at a weighted average price of $18.34 per share (multiple transactions at prices ranging from $18.30 to $18.45 inclusive);*

 

   

Recognition Capital, LLC 29,286 shares at a weighted average price of $18.34 per share (multiple transactions at prices ranging from $18.30 to $18.45 inclusive);*


   

Link Ventures LLLP 3,040 shares at a weighted average price of $18.34 per share (multiple transactions at prices ranging from $18.30 to $18.45 inclusive);* and

 

   

Link Ventures LLLP 89,451 shares at a weighted average price of $17.32 per share (multiple transactions at prices ranging from $17.00 to $17.84 inclusive).

March 13, 2024:

 

   

David Blundin 26,319 shares at a weighted average price of $18.91 per share (multiple transactions at prices ranging from $18.30 to $19.29, inclusive);*

 

   

David Blundin 8,763 shares at a weighted average price of $19.34 per share (multiple transactions at prices ranging from $19.30 to $19.55, inclusive);*

 

   

Recognition Capital, LLC 29,631 shares at a weighted average price of $18.91 per share (multiple transactions at prices ranging from $18.30 to $19.29, inclusive);*

 

   

Recognition Capital, LLC 9,866 shares at a weighted average price of $19.34 per share (multiple transactions at prices ranging from $19.30 to $19.55, inclusive);*

 

   

Link Ventures LLLP 3,078 shares at a weighted average price of $18.91 per share (multiple transactions at prices ranging from $18.30 to $19.29, inclusive);*

 

   

Link Ventures LLLP 1,023 shares at a weighted average price of $19.34 per share (multiple transactions at prices ranging from $19.30 to $19.55, inclusive);* and

 

   

Link Ventures LLLP 87,737 shares at a weighted average price of $19.39 per share (multiple transactions at prices ranging from $19.03 to $19.67, inclusive).

March 14, 2024:

 

   

Link Ventures LLLP 33,560 shares at a weighted average price of $18.60 per share (multiple transactions at prices ranging from $18.40 to $19.13, inclusive).

All of the shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional shares of Class A Common Stock, Class B Common Stock or other securities of the Issuer, or to sell or otherwise dispose of all or part of such shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein.

None of the Reporting Persons currently has any other plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.

 

Item 5.

Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby revised and supplemented with the following:

Please see Items 5, 6, 7, 8, 9 and 11 of each cover sheet for each Reporting Person.


Ownership is stated as of March 14, 2024 and the ownership percentages are based upon 28,625,454 shares of Class A common stock, $0.001 par value per share, issued and outstanding (the Class A Common Stock) and 5,604,278 shares of Class B common stock, $0.001 par value per share, issued and outstanding (the Class B Common Stock) as of January 31, 2024, as disclosed by the Issuer in its Form 10-K for the year ended December 31, 2023, filed with the SEC on February 27, 2024. The Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the holder.

As of March 14, 2024, (i) Mr. Blundin directly owned 617,561 shares of Class A Common Stock, and indirectly owned 100 shares of Class A Common Stock held by his son, and indirectly owned the shares held by Recognition Capital, Link Ventures and Cogo Fund; (ii) Recognition Capital directly owned 695,298 shares of Class A Common Stock; (iii) Link Ventures directly owned 1,615,485 shares of Class A Common Stock and 5,556,462 shares of Class B Common Stock; and (iv) Cogo Fund directly owned 393,268 shares of Class A Common Stock.

 

  (a)

See the information contained on the cover pages of this Schedule 13D, which is incorporated herein by reference.

 

  (b)

See the information contained on the cover pages of this Schedule 13D, which is incorporated herein by reference.

 

  (c)

On March 7, 2024, Cogo Fund 2020, LLC made a distribution of 27,526 shares to a member. Other than as previously disclosed in this Amendment No. 5, there have been no reportable transactions with respect to the shares of the Issuer since Amendment No. 4 was filed on February 20, 2024, by any of the Reporting Persons.

 

  (d)

Not applicable.

 

  (e)

Not applicable.

 

Item 7.

Material to Be Filed as Exhibits.

 

Exhibit   

Description

99.1    Joint Filing Agreement, dated March  15, 2024, by and among David B. Blundin, Recognition Capital, LLC, Link Ventures LLLP, Link Management LLC, Cogo Fund 2020, LLC, Cogo Labs, LLC, and Link Equity Partners, LLC.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: March 15, 2024

 

/s/ David B. Blundin

David B. Blundin
RECOGNITION CAPITAL, LLC
By:  

/s/ David B. Blundin

Name:   David B. Blundin
Title:   Manager
LINK VENTURES LLLP
By:   Link Management LLC, its general partner
By:  

/s/ David B. Blundin

Name:   David B. Blundin
Title:   Managing Member
LINK MANAGEMENT LLC
By:  

/s/ David B. Blundin

Name:   David B. Blundin
Title:   Managing Member
LINK EQUITY PARTNERS, LLC
By:  

/s/ David B. Blundin

Name:   David B. Blundin
Title:   Managing Member
COGO FUND 2020, LLC
By:   COGO LABS, LLC, its sole manager
   By:  

/s/ David B. Blundin

   Name:   David B. Blundin
   Title:   Chairman
COGO LABS, LLC
By:  

/s/ David B. Blundin

Name:   David B. Blundin
Title:   Chairman