Sec Form 3 Filing - Hartz Kevin @ Eventbrite, Inc. - 2018-09-19

FORM 3 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 Hartz Kevin 2. Issuer Name and Ticker or Trading Symbol Eventbrite, Inc. [ EB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O EVENTBRITE, INC., 155 5TH STREET, 7TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/19/2018 (Street) SAN FRANCISCO, CA94103 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

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 Common Stock ( 1 ) ( 1 ) ( 1 ) Common Stock ( 1 ) 3,837,734 I See Footnote ( 2 ) Common Stock ( 1 ) ( 1 ) ( 1 ) Common Stock ( 1 ) 2,627,266 I See Footnote ( 3 ) Common Stock ( 1 ) ( 1 ) ( 1 ) Common Stock ( 1 ) 1,000,000 I See Footnote ( 4 ) Stock Option (Right to Buy) $ 2.41 ( 5 ) 02/27/2023 Common Stock ( 1 ) 1,250,000 D Restricted Stock Units ( 6 ) ( 6 ) ( 7 ) 12/31/2024 Common Stock ( 1 ) 802,900 D Stock Option (Right to Buy) $ 2.41 ( 5 ) 02/27/2023 Common Stock ( 1 ) 250,000 I See Footnote ( 4 ) Stock Option (Right to Buy) $ 6.65 ( 8 ) 05/24/2025 Common Stock ( 1 ) 75,000 I See Footnote ( 4 ) Stock Option (Right to Buy) $ 7.4 ( 9 ) 05/18/2026 Common Stock ( 1 ) 1,552,468 I See Footnote ( 4 ) Stock Option (Right to Buy) $ 13.72 ( 10 ) 07/23/2028 Common Stock ( 1 ) 2,877,468 I See Footnote ( 4 ) Series A Convertible Preferred Stock ( 11 ) ( 11 ) ( 11 ) Common Stock ( 1 ) 403,259 I See Footnote ( 2 ) Series G Convertible Preferred Stock ( 12 ) ( 12 ) ( 12 ) Common Stock ( 1 ) 30,518 I See Footnote ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hartz Kevin C/O EVENTBRITE, INC. 155 5TH STREET, 7TH FLOOR SAN FRANCISCO, CA94103 X X Signatures /s/ Samantha Harnett, attorney-in-fact of the Reporting Person 09/19/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of common stock will be reclassified into one share of Class B common stock immediately prior to the completion of the Issuer's initial public offering of Class A common stock. ( 2 )The shares are owned by the Kevin Earnest Hartz & Julia D. Hartz TTEES the Hartz Family Revocable Trust Dtd 12/4/08 of which the Reporting Person is a co-trustee. ( 3 )The shares are owned by The Hartz 2008 Irrevocable Trust, dated September 15, 2008 of which the Reporting Person is a co-trustee. ( 4 )The shares are owned by Julia Hartz, who is a member of the Board of Directors and the Chief Executive Officer of the Issuer and the spouse of the Reporting Person, and as such may be deemed to be beneficially held by the Reporting Person. ( 5 )The stock option was immediately exercisable as of the date of grant subject to a repurchase right in favor of the company and vested in 48 equal monthly installments from February 13, 2013 through February 13, 2017. ( 6 )Each restricted stock unit is convertible into one share of common stock. ( 7 )The restricted stock units will vest upon the closing of the Issuer's initial public offering. ( 8 )The stock option was immediately exercisable as of the date of grant subject to a repurchase right in favor of the company and vests in 48 equal monthly installments from May 1, 2015 through May 1, 2019, subject to Julia Hartz's continued service to the Issuer. ( 9 )The stock option was immediately exercisable as of the date of grant subject to a repurchase right in favor of the company and vests in 48 equal monthly installments from May 19, 2016 through May 19, 2020, subject to Julia Hartz's continued service to the Issuer. ( 10 )The stock option vests and becomes exercisable in 48 equal monthly installments from May 31, 2018 through May 31, 2022, subject to Julia Hartz's continued service to the Issuer. ( 11 )Each share of Series A preferred stock automatically converts into common stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering of Class A common stock and has no expiration date or conversion price. Immediately prior to the completion of the Issuer's initial public offering, all shares of common stock will be converted into shares of Class B common stock. ( 12 )The Series G preferred stock automatically converts into common stock on an approximately 1:1.0685 basis immediately prior to the closing of the Issuer's initial public offering of Class A common stock and has no expiration date. Immediately following the conversion of the Issuer's Series G preferred stock into common stock and immediately prior to the closing of the Issuer's initial public offering, each such share of common stock issued upon conversion thereof will be reclassified into one share of Class B common stock.

Remarks: Exhibit 24.1 - Power of Attorney

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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