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Revolution Management Co. LLC, et al. – ‘4/A’ for 11/20/14 re: Everyday Health, Inc.

On:  Wednesday, 11/26/14, at 3:54pm ET   ·   For:  11/20/14   ·   As:  10% Owner   ·   Accession #:  1209191-14-71496   ·   File #:  1-36371

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/26/14  Revolution Management Co. LLC     4/A        10% Owner   1:11K  Everyday Health, Inc.             DONNELLEY FIN… File16/FA
          Revolution LLC
          Case Stephen M
          Revolution WF Holdings LLC
          Stephen M Case Revocable Trust

Amendment to Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4/A         Form 4/A Submission -- doc4a.xml/3.6                HTML     10K 




        

This ‘4/A’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 

 
SEC Info rendering:  Form 4/A Submission
 
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Revolution WF Holdings LLC

(Last)(First)(Middle)
1717 RHODE ISLAND AVENUE, NW, 10TH FL.

(Street)
WASHINGTONDC20036

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
Everyday Health, Inc. [ EVDY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/20/14
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/24/14
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock 11/24/14S 39,476D$13.34 (1)4,203,218ISee Footnote (2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Revolution WF Holdings LLC

(Last)(First)(Middle)
1717 RHODE ISLAND AVENUE, NW, 10TH FL.

(Street)
WASHINGTONDC20036

(City)(State)(Zip)
1. Name and Address of Reporting Person*
CASE STEPHEN M

(Last)(First)(Middle)
C/O REVOLUTION WF HOLDINGS LLC
1717 RHODE ISLAND AVENUE, 10TH FLOOR

(Street)
WASHINGTONDC20036

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Revolution LLC

(Last)(First)(Middle)
C/O REVOLUTION WF HOLDINGS LLC
1717 RHODE ISLAND AVENUE NW, 10TH FLOOR

(Street)
WASHINGTONDC20036

(City)(State)(Zip)
1. Name and Address of Reporting Person*
REVOLUTION MANAGEMENT CO LLC

(Last)(First)(Middle)
C/O REVOLUTION WF HOLDINGS LLC
1717 RHODE ISLAND AVENUE NW, 10TH FLOOR

(Street)
WASHINGTONDC20036

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Stephen M Case Revocable Trust

(Last)(First)(Middle)
C/O REVOLUTION WF HOLDINGS LLC
1717 RHODE ISLAND AVENUE NW, 10TH FLOOR

(Street)
WASHINGTONDC20036

(City)(State)(Zip)
Explanation of Responses:
(1)  The price reported in Column 4 is a weighted average price. These shares were sold in several transactions at prices ranging from $13.08 - $13.45, inclusive. The reporting persons undertake 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 range set forth in footnote (1) to this Form 4.
(2)  Revolution WF Holdings LLC ("Revolution WF") is the holder of the Issuer's securities. Revolution Management Company LLC ("Management") owns a majority in interest of Revolution WF. Revolution LLC wholly-owns Management and The Stephen M. Case Revocable Trust (the "Trust") owns a majority in interest of Revolution LLC. Stephen M. Case is the sole Trustee of the Trust and may be deemed to have the power to vote and dispose of the shares held by Revolution WF. Each of the reporting persons disclaims beneficial ownership of the shares owned by Revolution WF except to the extent of his or its respective pecuniary interest therein.
Remarks:
This Amendment is being filed solely to include Footnote 1 hereto, which was inadvertently omitted from the reporting persons' original filing on Form 4 filed with the Securities and Exchange Commission on November 24, 2014.
/s/Darren DeStefano, Attorney-in-Fact 11/26/14
Darren DeStefano, Attorney-in-Fact 11/26/14
Darren DeStefano, Attorney-in-Fact 11/26/14
Darren DeStefano, Attorney-in-Fact 11/26/14
Darren DeStefano, Attorney-in-Fact 11/26/14
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
____________
Transaction Code:
    S    Open market or private sale of non-derivative or derivative security.

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