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Filing Details

Accession Number:: 0001179110-21-002615
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-02 21:47:11
Reporting Period:: 2021-02-26

Accepted Time:: 2021-03-02 21:47:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1704596	Evo Payments Inc.	EVOP	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1226014	G James Kelly	10 Glenlake Parkway South Tower, Suite 950 Atlanta GA 30328	Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-02-28	23,487	$0.00	73,010	No	4	M	Direct
Class A Common Stock	Disposition	2021-02-28	11,090	$25.46	61,920	No	4	D	Direct
Class C Common Stock	Disposition	2021-03-02	10,000	$0.00	171,083	No	4	M	Direct
Class A Common Stock	Acquisiton	2021-03-02	10,000	$0.00	71,920	No	4	M	Direct
Class A Common Stock	Disposition	2021-03-02	10,000	$25.23	61,920	No	4	S	Direct
Class C Common Stock	Disposition	2021-03-02	15,000	$0.00	893,535	No	4	M	Indirect	By James G Kelly Grantor Trust
Class A Common Stock	Acquisiton	2021-03-02	15,000	$0.00	15,000	No	4	M	Indirect	By James G Kelly Grantor Trust
Class A Common Stock	Disposition	2021-03-02	15,000	$25.24	0	No	4	S	Indirect	By James G Kelly Grantor Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	D	Direct
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Indirect	By James G Kelly Grantor Trust
No	4	M	Indirect	By James G Kelly Grantor Trust
No	4	S	Indirect	By James G Kelly Grantor Trust

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Restricted Stock Units	Acquisiton	2021-02-26	114,297	$0.00	114,297	$0.00
Class A Common Stock	Stock Options	Acquisiton	2021-02-26	287,395	$0.00	287,395	$25.46
Class A Common Stock	Restricted Stock Units	Disposition	2021-02-28	23,487	$0.00	23,487	$0.00
Class A Common Stock	Units of EVO Investco, LLC	Disposition	2021-03-02	10,000	$0.00	10,000	$0.00
Class A Common Stock	Units of EVO Investco, LLC	Disposition	2021-03-02	15,000	$0.00	15,000	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
114,297		No	4	A	Direct
287,395	2031-02-26	No	4	A	Direct
70,461		No	4	M	Direct
171,083		No	4	M	Direct
893,535		No	4	M	Indirect

Footnotes

Represents vesting of restricted stock units ("RSUs") granted on February 28, 2020. Each RSU converts into one share of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of EVO Payments, Inc. (the "Issuer") on a one-for-one basis.
Represents shares acquired by the Issuer to allow for the satisfaction of tax withholding obligations upon the vesting of RSUs on February 28, 2021.
Each RSU represents the right to acquire one share of Class A Common Stock. The RSUs will vest ratably on February 26, 2022, 2023 and 2024.
Options to acquire shares of Class A Common Stock of the Issuer. The options vest and become exercisable subject to both a time-vesting and a performance-vesting condition. The time-vesting condition is satisfied in three equal annual installments on February 26, 2022, 2023 and 2024. The performance-vesting condition requires that, prior to March 18, 2026, the Issuer's twenty trading day trailing average price for its Class A Common Stock must equal or exceed 110% of the closing price of the Class A Common Stock on the grant date for a period of twenty consecutive trading days. Options only vest and become exercisable upon the satisfaction of both conditions. If the performance-vesting condition is not satisfied prior to March 18, 2026, all options will be immediately forfeited.
The transaction was pursuant to a Rule 10b5-1 plan.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.96 to $25.56, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
On March 2, 2021 the James G. Kelly Grantor Trust exchanged units of EVO Investco, LLC, together with shares of Class C Common Stock, on a one-for-one basis for shares of the Issuer pursuant to an exchange agreement among the Issuer, the reporting person and certain other persons party thereto (the "Exchange Agreement").
On March 2, 2021 the reporting person exchanged units of EVO Investco, LLC, together with shares of Class C Common Stock, on a one-for-one basis for shares of Class A Common Stock of the Issuer pursuant to the Exchange Agreement.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.96 to $25.55, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.