secwatch / observer
8-K filed July 2, 2024, 7:59 PM ET CIK 0001437352
M&A confidence high sentiment neutral materiality 1.00

EVERBRIDGE, INC.: M&A transaction — Everbridge acquired by Thoma Bravo for $1.8B, $35.00 per share; stock delisted

EVERBRIDGE, INC.

item 1.01item 1.02item 2.01item 3.01item 3.03item 5.01item 5.02item 5.03item 8.01item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Richard D’Amore

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Departed

Sharon Rowlands

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Departed

Simon Paris

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Departed

David Benjamin

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Appointed

Noah Webster

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
Following the Effective Time, David Wagner shall remain a director of the Company, and David Rockvam and Noah Webster were appointed directors of the Company.
Departed

David Henshall

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Departed

Rohit Ghai

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Departed

Kent Mathy

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Departed

Alison Dean

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
Appointed

David Rockvam

Director
EVERBRIDGE, INC.
Filed
July 2, 2024, 7:59 PM ET
Following the Effective Time, David Wagner shall remain a director of the Company, and David Rockvam and Noah Webster were appointed directors of the Company.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Richard D’Amore departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Sharon Rowlands departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Simon Paris departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David Benjamin departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Noah Webster was appointed as Director at EVERBRIDGE, INC..

Action
appointed
Role
Director
Exact text from the filing
Following the Effective Time, David Wagner shall remain a director of the Company, and David Rockvam and Noah Webster were appointed directors of the Company.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David Henshall departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Rohit Ghai departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Kent Mathy departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Alison Dean departed as Director at EVERBRIDGE, INC..

Action
ceased
Role
Director
Exact text from the filing
David Henshall, Kent Mathy, Alison Dean, Sharon Rowlands, Simon Paris, David Benjamin, Richard D’Amore and Rohit Ghai, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David Rockvam was appointed as Director at EVERBRIDGE, INC..

Action
appointed
Role
Director
Exact text from the filing
Following the Effective Time, David Wagner shall remain a director of the Company, and David Rockvam and Noah Webster were appointed directors of the Company.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

EVERBRIDGE, INC. completed an acquisition involving Thoma Bravo Discover Fund IV, L.P., an investment fund managed by Thoma Bravo, L.P. for $35.00 in cash (closed 2024-07-02).

Action
acquisition
Counterparty
Thoma Bravo Discover Fund IV, L.P., an investment fund managed by Thoma Bravo, L.P.
Consideration
$35.00 in cash
Closing
2024-07-02
Exact text from the filing
series of Convertible Notes in effect on the applicable conversion date (subject to any adjustments pursuant to the relevant Convertible Notes Indenture) multiplied by $35.00 (i.e., the Per Share Price (as defined below)). The consummation of the Merger constitutes a Merger Event, a Fundamental Change and a Make-Whole Fundamental Change (each as
View on SEC.gov

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Source: SEC EDGAR
accession 0001193125-24-173902
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