Sec Form 4 Filing - Mark Elliot J. @ EVERBRIDGE, INC. - 2017-03-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED 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, 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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1. Name and Address of Reporting Person
Mark Elliot J.
2. Issuer Name and Ticker or Trading Symbol
EVERBRIDGE, INC. [ EVBG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP & General Counsel
(Last) (First) (Middle)
C/O NORTHERN POWER SYSTEMS, INC., 29 PITMAN ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/10/2017
(Street)
BARRE, VT05641
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 03/10/2017 A 1,018 A $ 10.2 ( 1 ) 1,018 D
Common Stock 06/12/2017 S( 2 ) 3,500 D $ 23.9117 1,018 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 14.6625 06/12/2017 M 3,500 ( 3 ) 01/06/2026 Common Stock 3,500 $ 0 57,370 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mark Elliot J.
C/O NORTHERN POWER SYSTEMS, INC.
29 PITMAN ROAD
BARRE, VT05641
SVP & General Counsel
Signatures
Elliot J. Mark, Attorney-in-Fact 06/14/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares purchased pursuant to the Everbridge, Inc. 2016 Employee Stock Purchase Plan ("ESPP"), for the ESPP purchase period of September 16, 2016 through March 10, 2017. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the initial public offering price of the issuer's common stock.
( 2 )The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
( 3 )25% of the shares subject to the Stock Option vested and became exercisable on November 16, 2016, and the remaining shares shall vest in 12 equal quarterly installments thereafter.

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).
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