Sec Form 3/A Filing - Tutewohl Steve @ Evolent Health, Inc. - 2020-06-30

FORM 3/A 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 Tutewohl Steve 2. Issuer Name and Ticker or Trading Symbol Evolent Health, Inc. [ EVH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O EVOLENT HEALTH, INC., 800 NORTH GLEBE ROAD, SUITE 500 3. Date of Earliest Transaction (MM/DD/YY) 06/30/2020 (Street) ARLINGTON, VA22203 4. If Amendment, Date Original Filed (MM/DD/YY) 07/02/2020 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 Class A Common Stock Option (right to buy) $ 18.25 ( 1 ) 02/01/2027 Class A Common Stock 15,319 D Class A Common Stock Option (right to buy) $ 13.95 ( 2 ) 02/01/2028 Class A Common Stock 25,253 D Class A Common Stock Option (right to buy) $ 13.29 ( 3 ) 03/01/2029 Class A Common Stock 21,552 D Class A Common Stock Option (right to buy) $ 7.83 ( 4 ) 07/01/2029 Class A Common Stock 37,406 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Tutewohl Steve C/O EVOLENT HEALTH, INC. 800 NORTH GLEBE ROAD, SUITE 500 ARLINGTON, VA22203 Chief Operating Officer Signatures /s/ Jonathan Weinberg, Attorney-in-fact 05/05/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )15,319 options were granted on February 1, 2017 and vest and become exercisable ratably in four annual installments beginning on February 1, 2018. Prior to the date of the event requiring the filing of this Form 3, 11,490 of these options that remain outstanding had vested. ( 2 )25,253 options were granted on February 1, 2018 and vest and become exercisable ratably in four annual installments beginning on February 1, 2019. Prior to the date of the event requiring the filing of this Form 3, 12,627 of these options that remain outstanding had vested. ( 3 )21,552 options were granted on March 1, 2019 and vest and become exercisable ratably in four annual installments beginning on March 1, 2020. Prior to the date of the event requiring the filing of this Form 3, 5,388 of these options that remain outstanding had vested. ( 4 )37,406 options were granted on July 1, 2019 and vest and become exercisable ratably in four annual installments beginning on July 1, 2020. Prior to the date of the event requiring the filing of this Form 3, 0 of these options that remain outstanding had vested.

Remarks: This Form 3 is filed to amend the Form 3 filed on July 2, 2020. The July 2, 2020 Form 3 inadvertently omitted certain derivative securities.

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).

** 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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