0001209191-17-029536.txt : 20170503
0001209191-17-029536.hdr.sgml : 20170503
20170503122145
ACCESSION NUMBER: 0001209191-17-029536
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170501
FILED AS OF DATE: 20170503
DATE AS OF CHANGE: 20170503
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Evolent Health, Inc.
CENTRAL INDEX KEY: 0001628908
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741]
IRS NUMBER: 320454912
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 800 NORTH GLEBE RD, SUITE 500
CITY: ARLINGTON
STATE: VA
ZIP: 22203
BUSINESS PHONE: 571-389-6000
MAIL ADDRESS:
STREET 1: 800 NORTH GLEBE RD, SUITE 500
CITY: ARLINGTON
STATE: VA
ZIP: 22203
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ADVISORY BOARD CO
CENTRAL INDEX KEY: 0001157377
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0308
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37415
FILM NUMBER: 17808158
BUSINESS ADDRESS:
STREET 1: 2445 M STREET, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20037
BUSINESS PHONE: 202-266-5600
MAIL ADDRESS:
STREET 1: 2445 M STREET, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20037
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-05-01
0
0001628908
Evolent Health, Inc.
EVH
0001157377
ADVISORY BOARD CO
2445 M. STREET, NW
WASHINGTON
DC
20037
0
0
1
0
Class A Common Stock, par value $0.01 per share
2017-05-01
4
C
0
317712
A
4445879
D
Class A Common Stock, par value $0.01 per share
2017-05-01
4
S
0
317712
19.53
D
4128167
D
Class B Units and Class B Common Stock
2017-05-01
4
C
0
317712
D
Class A Common Stock
317712
2772898
D
Pursuant to the terms of the Exchange Agreement dated as of June 4, 2015, by and among the Issuer, Evolent Health, LLC and the holders from time to time of Class B Units listed in Exhibit A thereto (the "Exchange Agreement"), The Advisory Board Company has exchanged a portion of its Class B Units (along with a corresponding number of its Class B Shares) for Class A Shares on a one-for-one basis initially, subject to adjustment pursuant to the terms of the Exchange Agreement and the Third Amended and Restated Operating Agreement entered into on June 4, 2015 amount the Issuer, The Advisory Board Company, TPG Eagle and Ptolemy Capital, LLC as members.
On May 1, 2017, The Advisory Board Company exchanged 317,712 Class B Units (along with 317,712 Class B Shares) for 317,712 Class A Shares.
The price represents the public offering price of $21.25 per share of Class A Common Stock (the "Class A Shares") of Evolent Health, Inc. ("the Issuer") less the underwriters' discount of $1.72 per Class A Share.
The Advisory Board Company holds an aggregate of 2,772,898 Class B Common Units (the "Class B Units") of Evolent Health, LLC and 2,772,898 shares of Class B Common Stock (the "Class B Shares") of the Issuer.
The Advisory Board Company /s/ Evan Farber
Name: Evan Farber
Title: Chief Legal Officer and Corporate Secretary
2017-05-03