UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Class B Common Units | Â (1) | Â (1) | Class A Common Stock | 5,208,688 | $ (1) | D | Â |
Class B Common Stock, par value $0.01 per share | Â (1) | Â (1) | Class A Common Stock | 5,208,688 | $ (1) | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ADVISORY BOARD CO 2445 M. STREET, NW WASHINGTON, DC 20037 |
 |  X |  |  |
The Advisory Board Company /s/ Evan Farber Name: Evan Farber Title: General Counsel and Corporate Secretary | 06/05/2015 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | At any time, each Class B Common Unit (and corresponding share of Class B Common Stock) of Evolent Health LLC (the "Evolent LLC") is exchangeable for one share of Class A Common Stock, par value of $0.01 per share of the Evolent Health, Inc. (the "Issuer"), initially on a one for one basis, subject to adjustment pursuant to, and the other terms of, the Exchange Agreement entered into on June 4, 2015 among the Issuer, Evolent LLC and the holders from time to time of Class B Common Units listed in Exhibit A thereto, and the Third Amended and Restated Operating Agreement entered into on June 4, 2015 among the Issuer, The Advisory Board Company, TPG Eagle Holdings, L.P. and Ptolemy Capital, LLC as members. The right to exchange is not subject to an expiration date. |