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

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Harnett Samantha (Last) (First) (Middle) C/O EVENTBRITE, INC. 155 5TH STREET, 7TH FLOOR (Street) SAN FRANCISCO CA 94103 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/19/2018	3. Issuer Name and Ticker or Trading Symbol Eventbrite, Inc. [ EB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) See Remarks	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)

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
Stock Option (Right to Buy)	(1)	11/09/2025	Common Stock(2)	185,000	$7.24	D
Stock Option (Right to Buy)	(3)	05/22/2027	Common Stock(2)	43,000	$6.79	D
Restricted Stock Units(4)	(5)	05/11/2025	Common Stock(2)	60,000	(4)	D

Explanation of Responses:

1. The stock option vested and became exercisable with respect to 25% of the shares on November 10, 2016 and will vest and become exercisable thereafter in 36 additional monthly installments through November 10, 2019, subject to the Reporting Person's continued service to the Issuer.

2. 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.

3. The stock option vests and becomes exercisable in 48 equal monthly installments from May 1, 2017 through May 1, 2021, subject to the Reporting Person's continued service to the Issuer.

4. Each restricted stock unit ("RSU") is convertible into one share of common stock.

5. The RSUs are subject to time-based and performance-based vesting conditions. The time-based vesting conditions lapse in sixteen equal quarterly installments from May 31, 2018 through May 31, 2022, and the performance-based vesting conditions will lapse upon the closing of the Issuer's initial public offering of Class A common stock, subject in each case to the Reporting Person's continued service to the Issuer.

Remarks:

Vice President, General Counsel, and Secretary Exhibit 24.1 - Power of Attorney

	/s/ Samantha Harnett	09/19/2018
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.