As filed with the U.S. Securities and Exchange Commission on September 28, 2018.
RegistrationNo. 333- 227433
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORMS-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Eventbrite, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 14-1888467 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
155 5th Street, 7th Floor
San Francisco, California 94103
(Address of Registrant’s Principal Executive Offices)
Eventbrite, Inc. 2018 Stock Option and Incentive Plan
Eventbrite, Inc. 2018 Employee Stock Purchase Plan
Eventbrite, Inc. 2010 Stock Plan
(Full titles of the plans)
Julia D. Hartz
Chief Executive Officer
Eventbrite, Inc.
155 5th Street, 7th Floor
San Francisco, California 94103
(Name and address of agent for service)
(415)692-7779
(Telephone number, including area code, of agent for service)
Copies to: | ||
Anthony J. McCusker An-Yen E. Hu Goodwin Procter LLP 601 Marshall Street Redwood City, California 94063 (650) 752-3100 | Samantha E. Harnett Julia D. Taylor Eventbrite, Inc. 155 5th Street, 7th Floor San Francisco, California 94103 (415) 692-7779 |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☐ | |||
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 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement on FormS-8 (reg. no.333-227433) is being filed solely for the purpose of refiling Exhibits 5.1 and 23.2 thereto, in order to correct a typographical error. All other portions of the Registration Statement, as previously filed, remain unchanged.
PART I
Item 8.Exhibits.
Incorporated by Reference | ||||||||||||
Exhibit | Exhibit Title | Form | File No. | Exhibit | Filing | Filed | ||||||
4.1 | Form of Class A common stock certificate of the Registrant. | S-1/A | 333-226978 | 4.1 | 9/7/18 | |||||||
4.2 | Eventbrite, Inc. 2010 Stock Plan, as amended, and forms of agreements thereunder. | S-1/A | 333-226978 | 10.8 | 8/28/18 | |||||||
4.3 | Eventbrite, Inc. 2018 Stock Option and Incentive Plan and forms of agreements thereunder. | S-1/A | 333-226978 | 10.9 | 9/7/18 | |||||||
4.4 | Eventbrite, Inc. 2018 Employee Stock Purchase Plan. | S-1 | 333-226978 | 10.10 | 8/23/18 | |||||||
5.1 | Opinion of Goodwin Procter LLP. | X | ||||||||||
23.1 | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | S-8 | 333-227433 | 23.1 | 9/20/18 | |||||||
23.2 | Consent of Goodwin Procter LLP (included in Exhibit 5.1). | |||||||||||
24.1 | Power of Attorney | S-8 | 333-227433 | 24.1 | 9/20/18 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on FormS-8 and has duly caused this Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Francisco, State of California, on September 28, 2018.
EVENTBRITE, INC. | ||
By: | /s/ Julia Hartz | |
Julia Hartz | ||
Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Amendment No. 1 to Registration Statement on FormS-8, has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Julia Hartz Julia Hartz | Chief Executive Officer and Director (Principal Executive Officer) | September 28, 2018 | ||
/s/ Randy Befumo Randy Befumo | Chief Financial Officer (Principal Financial and Accounting Officer) | September 28, 2018 | ||
* Katherine August-deWilde | Director | September 28, 2018 | ||
* Roelof Botha | Lead Independent Director | September 28, 2018 | ||
* Andrew Dreskin | President of Music and Director | September 28, 2018 | ||
* Kevin Hartz | Chairman and Director | September 28, 2018 | ||
* Sean P. Moriarty | Director | September 28, 2018 | ||
* Lorrie M. Norrington | Director | September 28, 2018 | ||
* Helen Riley | Director | September 28, 2018 | ||
* Steffan C. Tomlinson | Director | September 28, 2018 |
*By: /s/ Julia Hartz |
Julia Hartz |
Attorney-in-Fact |