EverQuote, Inc 8-K, filed Oct 21, 2026
EverQuote, Inc. (EVER)
About this 8-K
EverQuote, Inc filed this 8-K on October 21, 2026.
EverQuote authorized a share repurchase program on October 21, 2026 for up to $50.0 million; a credit agreement amendment permits repurchases of up to $75 million and certain investments of up to $15 million. AI summary
Items reported
- Item 1.01: Entered into a material agreement
- Item 7.01: Regulation FD disclosure
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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
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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:
Securities registered pursuant to Section 12(b) of the Act:
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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 1.01 Entry into a Material Definitive Agreement.
On October 21, 2026, EverQuote, Inc. (the “Company”) and its wholly-owned subsidiary, Batnac, LLC (“Batnac”), entered into a Second Amendment to Credit Agreement (the “Second Amendment”) with Western Alliance Bank, in its capacity as administrative agent and collateral agent for the Lenders (the “Agent”), and Western Alliance Bank, as a Lender, an Issuing Lender and the Swingline Lender (in such capacities, the “Lender”). The Second Amendment amends the Credit Agreement, dated as of August 1, 2025 (as previously amended, the “Credit Agreement”; the Credit Agreement, as amended by the Second Amendment, the “Amended Credit Agreement”), among the Company, the Agent, and the Lender.
Among other things, the Second Amendment amends the Credit Agreement to permit the Company to (i) repurchase, redeem or otherwise acquire shares of its capital stock, including its Class A common stock, par value $0.001 per share (the “Common Stock”), in an aggregate amount of up to $75 million and (ii) make certain investments in an aggregate amount of up to $15 million so long as no default or event of default exists at the time of, or would result from the making of, such investment. Each is subject to certain conditions and restrictions as set forth in the Amended Credit Agreement.
Before the Second Amendment, on August 3, 2026, the Company entered into a Consent and First Amendment to Credit Agreement (the “First Amendment”) with the Agent and the Lender. Among other things, the First Amendment (i) joined Batnac as an Additional Borrower and a Loan Party under the Credit Agreement, and (ii) made certain amendments to permit certain additional investments and indebtedness of the Company and Batnac.
The foregoing descriptions of the First Amendment and the Second Amendment do not purport to be complete. They are subject to, and qualified in their entirety by reference to, the full text of the First Amendment and the Second Amendment, filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference. Inclusion of the description of the First Amendment herein is not an admission of materiality.
Item 7.01 Regulation FD Disclosure.
On October 21, 2026, the Company issued a press release announcing the Repurchase Program described in Item 8.01 below. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such filing.
Item 8.01 Other Events.
On October 21, 2026, the Board of Directors authorized a share repurchase program (the “Repurchase Program”). The Repurchase Program allows the Company to repurchase up to $50 million of its outstanding Common Stock. Under the Repurchase Program, the Company may repurchase shares from time to time through open market purchases, privately negotiated transactions, or other means. Repurchases may be made in compliance with Rule 10b-18 under the Exchange Act, and may include purchases under trading plans adopted under Rule 10b5-1 of the Exchange Act. The timing, manner, price and amount of any repurchases will depend on market conditions, the Common Stock trading price, applicable legal requirements, the terms of the Amended Credit Agreement and other factors. The Repurchase Program has no expiration date. It does not obligate the Company to acquire any particular amount of Common Stock, and the Company may modify, suspend or terminate it at any time without prior notice.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements about the Repurchase Program, including the amount, timing and manner of any repurchases. Actual results may differ materially due to risks and uncertainties, including market conditions, the Company’s stock price, the Company’s liquidity and capital needs, restrictions under the Amended Credit Agreement, and the factors described under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to update them, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description |
10.1* |
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10.2* |
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99.1 |
Press release issued by EverQuote, Inc. on October 21, 2026. |
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EVERQUOTE, INC. |
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Date: |
October 21, 2026 |
By: |
/s/ Jon Ayotte |
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Jon Ayotte, Chief Accounting Officer |
Exhibit 10.1
CONSENT AND FIRST AMENDMENT TO CREDIT AGREEMENT
This CONSENT AND FIRST AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is entered into as of August 3, 2026, by and between (a) WESTERN ALLIANCE BANK, an Arizona corporation (“Western Alliance Bank”), in its capacity as administrative agent and collateral agent for the Lenders (“Agent”), (b) Western Alliance Bank, as a Lender, an Issuing Lender and the Swingline Lender, and (c) EVERQUOTE, INC., a Delaware corporation (“Borrower”).
Recitals
Agreement
Now, Therefore, in consideration of the foregoing recitals and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows:
“First Amendment Agreement”: that certain Consent and First Amendment to Credit Agreement, dated as of July 28, 2026, by and among the parties hereto.
“First Amendment Effective Date”: as defined in the First Amendment Agreement.
“(o) unsecured Indebtedness pursuant to Borrower’s credit card with Ramp, not exceeding Two Million Dollars ($2,000,000) in the aggregate at any given time.”
“(n) additional Investments by Borrower that do not exceed Two Million Five Hundred Thousand Dollars ($2,500,000) individually or in the aggregate; provided, however, that no more than two (2) such Investments may be made in any calendar year without the prior written consent of Agent.”
(c) any order, judgment or decree of any court or other governmental or public body or authority, or subdivision thereof, binding on Borrower, or (d) the organizational documents of Borrower.
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bankruptcy, insolvency, reorganization, liquidation, moratorium or other similar laws of general application and equitable principles relating to or affecting creditors’ rights.
Agreement; and
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above.
[Signature page follows.]
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In Witness Whereof, the parties hereto have caused this Agreement to be duly executed and delivered as of the date first written above.
BORROWER:
EVERQUOTE, INC.
By: /s/ Joseph Sanborn
Name: Joseph Sanborn
Title: Chief Financial Officer
ADMINISTRATIVE AGENT: WESTERN ALLIANCE BANK
By: /s/ Darren Gastrock
Name: Darren Gastrock Title: Managing Director
LENDER:
WESTERN ALLIANCE BANK,
as Issuing Lender, Swingline Lender and as a Lender
By: /s/ Darren Gastrock
Name: Darren Gastrock Title: Managing Director
Exhibit 10.2
SECOND AMENDMENT TO CREDIT AGREEMENT
This SECOND AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is entered into as of October 21, 2026, by and between (a) WESTERN ALLIANCE BANK, an Arizona corporation (“Western Alliance Bank”), in its capacity as administrative agent and collateral agent for the Lenders (“Agent”), (b) Western Alliance Bank, as a Lender, an Issuing Lender and the Swingline Lender and (c) each of (i) EVERQUOTE, INC., a Delaware corporation (“Company”) and (ii) BATNAC, LLC, a Delaware limited liability company (“Batnac Sub”, together with Company, jointly and severally, individually and collectively, “Borrower”).
Recitals
A. The parties hereto have entered into that certain Credit Agreement dated as of August 1, 2025 (as amended by that certain Consent and First Amendment to Credit Agreement, dated as of August 3, 2026, and as the same may from time to time be amended, modified, supplemented or restated, including, without limitation, by that certain Joinder to Credit Agreement, dated as of August 3, 2026, collectively, the “Credit Agreement”). Lenders have extended credit to Borrower for the purposes permitted in the Credit Agreement.
B. Borrower has requested that Agent and Lenders enter into this Amendment to make certain revisions to the Credit Agreement as more fully set forth herein. Agent and Lenders are willing to do so on the terms and subject to the conditions set forth in this Amendment.
Agreement
Now, Therefore, in consideration of the foregoing recitals and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows:
“Second Amendment Agreement”: that certain Second Amendment to Credit Agreement, dated as of October 21, 2026, by and among the parties hereto.
“Second Amendment Effective Date”: as defined in the Second Amendment Agreement.
“(b) the Company may purchase, redeem or otherwise acquire its Capital Stock pursuant to any stock repurchase or similar plan approved by the Board of Directors of the Company; provided that (i) the aggregate amount of all such repurchases made pursuant to this clause (b) during any given calendar month, together with the aggregate amount of all Investments made pursuant to Section 7.6(n) during such calendar month, shall not exceed the trailing three (3)-month Consolidated Adjusted EBITDA, calculated based on the most recently delivered financial statements pursuant to Section 6.1, and (ii) the aggregate amount of all such repurchases made pursuant to this clause (b) on and after the Second Amendment Effective Date, without regard to any repurchases made prior to such date, during the term of this Agreement shall not exceed Seventy-Five Million Dollars ($75,000,000).”
“(n) additional Investments by Borrower in entities that are neither Group Members nor Loan Parties, in an amount not to exceed Fifteen Million Dollars ($15,000,000) individually or in the aggregate in any fiscal year; provided, however, that (i) the aggregate amount of all such Investments made pursuant to this clause (n) during any given calendar month, together with the aggregate amount of all repurchases made pursuant to Section 7.5(b) during such calendar month, shall not exceed the trailing three (3)-month Consolidated Adjusted EBITDA, calculated based on the most recently delivered financial statements pursuant to Section 6.1, and (ii) no Default or Event of Default shall have occurred and be continuing or would result therefrom.”
[Signature page follows.]
In Witness Whereof, the parties hereto have caused this Agreement to be duly executed and delivered as of the date first written above.
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BORROWER:
EVERQUOTE, INC.
By: /s/ Joseph Sanborn
Name: Joseph Sanborn
Title: Chief Financial Officer
BATNAC, LLC
By: /s/ Joseph Sanborn
Name: Joseph Sanborn
Title: Chief Financial Officer
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ADMINISTRATIVE AGENT:
WESTERN ALLIANCE BANK
By: /s/ Darren Gastrock
Name: Darren Gastrock
Title: Managing Director
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LENDER:
WESTERN ALLIANCE BANK, as Issuing Lender, Swingline Lender and as a Lender
By: /s/ Darren Gastrock
Name: Darren Gastrock
Title: Managing Director |
Exhibit 99.1
EverQuote Announces New Share Repurchase Authorization
CAMBRIDGE, Mass, October 21, 2026 -- EverQuote, Inc. (“EverQuote” or the “Company”) Nasdaq: EVER), a leading provider of growth solutions for property and casualty insurance providers today announced that its Board of Directors has approved a share repurchase program that authorizes the Company to purchase up to $50.0 million of the Company’s Class A common stock from time to time.
“We have continued to demonstrate our success in delivering strong free cash flow and have confidence in our ongoing growth trajectory,” said Joseph Sanborn, Chief Financial Officer and Chief Administrative Officer of EverQuote. “Our cash generation gives us the ability to fuel growth, invest in our AI innovation and to extend our leadership position, while simultaneously returning capital to shareholders.”
The timing and total amount of share purchases, if any, will depend upon various factors, including market conditions, and may be made through open market purchases, in privately negotiated transactions or by other means, including pursuant to Rule 10b5-1 plans. The program may be suspended or discontinued at any time and does not obligate the Company to acquire any amount of its Class A common stock.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements about the approved share repurchase program, including the amount, timing and manner of any repurchases. Actual results may differ materially due to risks and uncertainties, including market conditions, the Company’s stock price, the Company’s liquidity and capital needs, restrictions under the Company’s credit facility, and the factors described under “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to update them, except as required by law.
About EverQuote
EverQuote (Nasdaq: EVER) is a leading AI-powered growth solutions partner for regulated property and casualty insurance entities, enabling the largest insurance carriers and thousands of agents to maximize customer acquisition across digital channels. Fueled by our proprietary data assets and our AI traffic engine, EverQuote is transforming the way providers attract and engage consumers to grow market share. To learn more visit investors.everquote.com.
EverQuote Investor Relations Contact:
Sara Buda
EverQuote
sara.buda@everquote.com