8-K
EverQuote, Inc. (EVER)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 12, 2023
EverQuote, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-38549 | 26-3101161 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
| 210 Broadway<br> <br>Cambridge, Massachusetts | 02139 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (855) 522-3444
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Class A Common Stock, $0.001 par value per share | EVER | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 12, 2023, in connection with a structural reduction in the non-marketing operating expenses of EverQuote, Inc. (the “Company”), John Wagner, the Chief Financial Officer of the Company, and the Company agreed that Mr. Wagner would transition from his role as the Company’s Chief Financial Officer to pursue other opportunities. Mr. Wagner ceased to serve as the Company’s Chief Financial Officer as of June 16, 2023 and Mr. Wagner and the Company agreed that Mr. Wagner will remain with the Company through August 18, 2023 to assist with the transition. The transition was not the result of any disagreement he had with the Company on any matter relating to the Company’s operations, policies or practices, including any matters concerning the Company’s controls or any financial or accounting-related matters or disclosures.
On June 16, 2023, Joseph Sanborn, age 53, was appointed Chief Financial Officer of the Company. Mr. Sanborn will report to the Company’s President and Chief Executive Officer in this position. In his new role, Mr. Sanborn will serve as the Company’s principal financial officer. Mr. Sanborn has been with the Company since September 2019, and most recently served as the Chief Strategy Officer. Prior to joining the Company, Mr. Sanborn had a 20-plus year investment banking career. From 2014 to 2019, he was the Managing Director and Co-Head of Technology Banking at the Jordan Edmiston Group, Inc., where he led the firm’s expansion into new coverage areas in software, internet and tech-enabled services solutions. From 2007 to 2014, Mr. Sanborn was the Managing Director and Head, Mergers & Acquisitions at Rutberg & Company, where he led the firm’s strategic advisory business.
Mr. Sanborn will receive an annual base salary of $330,000 and participate in the Company’s executive bonus plan with a target of $300,000. In addition, the Company intends to grant Mr. Sanborn an equity award with four-year ratable quarterly vesting under the Company’s 2018 Equity Incentive Plan comprised of 105,000 restricted stock units (“RSUs”) in accordance with the Company’s grant valuation procedures at the time of grant. There are no arrangements or understandings between Mr. Sanborn and any other persons pursuant to which he was selected as an officer. Mr. Sanborn has no family relationships with any of the Company’s directors or executive officers, and there are no transactions and no proposed transactions between Mr. Sanborn and the Company that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K.
On June 16, 2023, Jon Ayotte, age 39, was appointed Chief Accounting Officer of the Company. Mr. Ayotte will report to Mr. Sanborn. In his new role, Mr. Ayotte will serve as the Company’s principal accounting officer. Mr. Ayotte has been with the Company since September 2020. Most recently, he held the position of Senior Vice President of Accounting & Reporting. Prior to joining the Company, Mr. Ayotte worked for Ernst & Young from 2006 to 2020, where he served in various accounting and auditing roles, most recently as Senior Manager.
Mr. Ayotte will receive an annual base salary of $295,000 and participate in the Company’s executive bonus plan with a target of $105,000. In addition, the Company intends to grant Mr. Ayotte an equity award with four-year ratable quarterly vesting under the Company’s 2018 Equity Incentive Plan comprised of 28,000 RSUs in accordance with the Company’s grant valuation procedures at the time of grant. There are no arrangements or understandings between Mr. Ayotte and any other persons pursuant to which he was selected as an officer. Mr. Ayotte has no family relationships with any of the Company’s directors or executive officers and there are no transactions and no proposed transactions between Mr. Ayotte and the Company that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K.
On June 16, 2023, the Company issued a press release announcing the above-described management changes. The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 8.01 Other Events.
On June 16, 2023, the Company issued a press release announcing plans to implement a structural reduction in its non-marketing operating expenses (excluding non-cash items) of over 15%. The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
| Exhibit<br>No. | Description |
|---|---|
| 99.1 | Press release dated June 16, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| EVERQUOTE, INC. | ||
|---|---|---|
| Date: June 16, 2023 | By: | /s/ Julia Brncic |
| Julia Brncic | ||
| Secretary and General Counsel |
EX-99.1
Exhibit 99.1
EverQuote Announces Cost Reduction Plan and Appointment of Joseph Sanborn as Chief Financial Officer
Company Initiates Plan to Further Reduce Costs and Drive Towards Profitability
CAMBRIDGE, Mass., June 16, 2023 (GLOBE NEWSWIRE) — EverQuote, Inc. (Nasdaq: EVER), a leading online insurance marketplace, today announced plans to implement a structural reduction of over 15% in its non-marketing operating expenses (excluding non-cash items).
“We remain committed to managing expenses throughout our operations. We expect this efficient cost structure will position EverQuote for growth and profitability when the auto insurance carriers return to their normal pattern of acquiring consumers through digital channels,” said Jayme Mendal, CEO of EverQuote.
The Company also announced that Joseph Sanborn, who previously served as EverQuote’s Chief Strategy Officer, has been named Chief Financial Officer, effective today. John Wagner, Chief Financial Officer, is leaving EverQuote to pursue other opportunities, but will stay with the Company through the filing of its second quarter financial results in order to ensure a smooth transition.
“Joseph possesses a deep understanding of our business and brings extensive strategic finance, capital markets and operational expertise to lead EverQuote’s finance team.” said Mr. Mendal. “As we look to the next phase of our evolution, I am confident that Joseph is the right person for the role and will transition seamlessly.”
Mr. Sanborn joined EverQuote in September 2019 as Senior Vice President of Corporate Development and Strategy and has led strategic finance and planning, corporate development and investor relations functions. Prior to EverQuote, Mr. Sanborn had a 20-plus year investment banking career where he worked with founders, CEOs, and boards to drive growth and create shareholder value across multiple stages of public and private technology companies. After beginning his finance career at J.P. Morgan, Mr. Sanborn went on to build and lead strategic advisory practices at multiple national and boutique firms. He earned his Masters of Public Policy from Harvard University, and his Bachelor of Science in Business Administration with a concentration in accounting from Georgetown University.
“I want to express my sincere gratitude to John for his significant contributions to EverQuote over the last decade. John played a critical role in preparing our company to go public, and we achieved a number of significant milestones together post-IPO,” said Mr. Mendal. “Importantly, John developed an outstanding finance team that will continue to support us through our next phase.”
Also announced today, Jon Ayotte, Senior Vice President of Accounting and Reporting, has been promoted to Chief Accounting Officer. He will report to Mr. Sanborn and oversee the Company’s accounting and internal control functions. Prior to joining EverQuote in 2020, Mr. Ayotte worked in various accounting and auditing roles at Ernst & Young from 2006 to 2020. Mr. Ayotte holds a Bachelor of Science in Accounting from Quinnipiac University and is a Certified Public Accountant in Massachusetts.
Safe Harbor Statement
Any statements in this press release about future expectations, plans and prospects for EverQuote, Inc. (“EverQuote” or the “Company”), including statements about future results of operations or the future financial position of the Company, including financial targets, business strategy, plans and objectives for future operations and other statements containing the words “anticipates,” “believes,” “expects,” “plans,” “continues,” “will” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: (1) the Company’s ability to attract and retain consumers and insurance providers using the Company’s marketplace; (2) the Company’s ability to maintain or increase the amount providers spend per quote request; (3) the effectiveness of the Company’s growth strategies and its ability to effectively manage growth; (4) the Company’s ability to maintain and build its brand; (5) the Company’s reliance on its third-party service providers; (6) the Company’s ability to develop new and enhanced products and services to attract and retain consumers and insurance providers, and the Company’s ability to successfully monetize them; (7) the impact of competition in the Company’s industry and innovation by the Company’s competitors; (8) the expected recovery of the auto insurance industry; (9) developments regarding the insurance industry and the transition to online marketing; (10) the possible impacts of inflation; and (11) other factors discussed in the “Risk Factors” sections of the Company’s most recent Annual Report on Form 10-K and the Company’s most recent Quarterly Report on Form 10-Q, each of which is on file with the Securities and Exchange Commission. In addition, the forward-looking statements included in this press release represent the Company’s views as of the date of this press release. The Company anticipates that subsequent events and developments will cause the Company’s views to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this press release.
About EverQuote
EverQuote operates a leading online insurance marketplace, connecting consumers with insurance providers. The Company’s mission is to empower insurance shoppers to better protect life’s most important assets—their family, health, property, and future. Our vision is to become the largest online source of insurance policies by using data, technology, and knowledgeable advisors to make insurance simpler, more affordable and personalized, ultimately reducing cost and risk.
For more information, visit everquote.com and follow on Twitter @everquotelife, Instagram @everquotepics, and LinkedIn https://www.linkedin.com/company/everquote/.
Investor Relations Contact
Brinlea Johnson
The Blueshirt Group
415-489-2193