Samuel Christopher Alaimo Form 3 EverCommerce / Samuel Christopher Alaimo ownership change

SEC Form 3

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^*

Alaimo Samuel Christopher

(Last) (First) (Middle)

C/O EVERCOMMERCE INC.

3601 WALNUT STREET, SUITE 400

(Street)

DENVER CO 80205

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2021

3. Issuer Name and Ticker or Trading Symbol
EverCommerce Inc. [ EVCM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Technology Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	42,501	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Series A Preferred Stock	(1)	(1)	Common Stock	13,544	(1)	D
Stock Option	(2)	01/30/2027	Common Stock	95,000	2.9535	D
Stock Option	(3)	10/23/2027	Common Stock	25,000	3.6919	D
Stock Option	(4)	01/09/2030	Common Stock	100,000	9.1356	D
Stock Option	(5)	01/09/2030	Common Stock	40,000	9.1356	D
Stock Option	(6)	01/05/2031	Common Stock	10,000	11	D
Stock Option	(7)	01/05/2031	Common Stock	10,000	11	D
Stock Option	(2)	04/24/2027	Common Stock	50,000	2.9535	D
Stock Option	(8)	06/29/2031	Common Stock	15,294	17	D

Explanation of Responses:

1. The shares of Convertible Preferred Stock of EverCommerce Inc. (the "Issuer") are convertible at the option of the holder in accordance with the conditions specified in the certificate of incorporation of the Issuer and will automatically convert on a one-for-one basis into common stock of the Issuer upon the closing of the Issuer's initial public offering.

2. The stock option is fully vested and currently exercisable.

3. The stock option vests as to 25% of the underlying shares of Common Stock on October 24, 2018, and with respect to the remaining shares in 36 equal monthly installments thereafter.

4. The stock option vests as to 25% of the underlying shares of Common Stock on January 10, 2021, and with respect to the remaining shares in 36 equal monthly installments thereafter.

5. The stock option will vest and become exercisable with respect to 50% of the shares upon the achievement by the Issuer of a price per share that equals or exceeds $27.41, and with respect to the remaining shares upon the achievement by the Issuer of a price per share that equals or exceeds $36.54 between January 1, 2023 and June 30, 2023.

6. The stock option vests as to 25% of the underlying shares of Common Stock on January 6, 2022, and with respect to the remaining shares in 36 equal monthly installments thereafter.

7. The stock option will vest and become exercisable upon the achievement by the Issuer of a price per share that equals or exceeds $33.00 between January 1, 2023 and June 30, 2023.

8. The stock option vests as to 25% of the underlying shares of Common Stock on July 1, 2022, and with respect to the remaining shares in 12 equal quarterly installments thereafter.

Remarks:

Exhibit 24 - Power of Attorney.

	/s/ Christopher Alaimo	07/01/2021
	** 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).
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