| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/28/2015 | 3. Issuer Name and Ticker or Trading Symbol Everyday Health, Inc. [ EVDY ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) 11/02/2015 | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 38,859(1) | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Option (Right to Buy) | (2) | 10/01/2024 | Common Stock | 150,000 | 13.29 | D | |
| Employee Stock Option (Right to Buy) | (3) | 03/12/2025 | Common Stock | 75,000 | 11.99 | D | |
| Explanation of Responses: |
| 1. 37,343 of these shares are restricted stock units held by the reporting person. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer. One-third of the shares underlying these restricted stock units vest on each of March 1, 2016, March 1, 2017 and March 1, 2018, subject to the reporting person's continued service on each such date. |
| 2. 40,625 of these shares are currently exercisable and 1/48th of the total number of shares shall vest and become exercisable in equal monthly installments beginning on November 8, 2015 for 35 months, subject to the reporting person's continued service on each such date. |
| 3. 1/4th of these shares shall vest and become exercisable on March 1, 2016 and 1/48th of the total number of shares shall vest and become exercisable in equal monthly installments beginning on April 1, 2016 for 36 months, subject to the reporting person's continued service on each such date. |
| Remarks: |
| This Form 3 is being amended to report the ownership of an additional 1,516 shares of common stock which was omitted from the Form 3 filed with the Securities and Exchange Commission on November 2, 2015. The remainder of this Amendment is a restatement. |
| /s/Alan Shapiro, Attorney-in-Fact | 11/17/2015 | |
| ** Signature of Reporting Person | Date | |
| 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 5 (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. | ||
