X0306 4 2016-12-03 1 0001358483 Everyday Health, Inc. EVDY 0001214130 POTTER MYRTLE S 2402 MOUNT VERNON ROAD, SUITE 245 DUNWOODY GA 30338 1 0 0 0 Common Stock 2016-12-03 4 U 0 2008 10.50 D 16375 D Common Stock 2016-12-05 4 D 0 16375 10.50 D 0 D Stock Option (Right to Buy) 6.345 2016-12-05 4 D 0 23333 4.155 D Common Stock 23333 0 D Stock Option (Right to Buy) 8.865 2016-12-05 4 D 0 23333 1.635 D Common Stock 23333 0 D Stock Option (Right to Buy) 7.68 2016-12-05 4 D 0 27978 2.82 D Common Stock 27978 0 D Disposed of pursuant to a cash tender offer conducted in accordance with the Agreement and Plan of Merger (the "Merger Agreement"), dated October 21, 2016, among the Issuer, Ziff Davis, LLC, a Delaware limited liability company (the "Parent"), Project Echo Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Purchaser") and j2 Global, Inc. in exchange for cash consideration of $10.50 per share, without interest and less any applicable tax withholding. Pursuant to the Merger Agreement, the Purchaser merged with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Parent (the "Merger"). Pursuant to the terms of the award, the vesting of restricted stock units for an aggregate of 16,375 shares was accelerated in connection with the Merger. Pursuant to the terms of the Merger Agreement, these accelerated restricted stock units were cancelled and converted into the right to receive cash consideration of $10.50 per share (without interest and less any applicable tax withholding). Pursuant to the terms of the Merger Agreement, this option was cancelled and converted into the right to receive cash consideration of $10.50 per share subject to such stock option less the exercise price payable per share (without interest and less any applicable tax withholding). /s/Alan Shapiro, Attorney-in-Fact 2016-12-06