UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 26, 2020

SELECTQUOTE, INC.

(Exact name of registrant as specified in its charter)

Commission file number: 001-39295

(913)-599-9225

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Amendment and Restatement of Certificate of Incorporation

On May 26, 2020, the Company’s Sixth Amended and Restated Certificate of Incorporation became effective. A description of the Sixth Amended and Restated Certificate of Incorporation is set forth in the section of the Company’s prospectus filed on May 22, 2020 pursuant to Rule 424(b) under the Securities Act relating to the Company’s Registration Statement on Form S-1, as amended (Registration No. 333-236555) (the “Prospectus”) entitled “Description of Capital Stock.” The description of the Sixth Amended and Restated Certificate of Incorporation is qualified in its entirety by reference to the full text of the Sixth Amended and Restated Certificate of Incorporation attached hereto as Exhibit 3.1.

Amendment and Restatement of Bylaws

On May 26, 2020, the Company’s Amended and Restated Bylaws became effective. A description of the Amended and Restated Bylaws is set forth in the section of the Prospectus entitled “Description of Capital Stock.” The description of the Amended and Restated Bylaws is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws attached hereto as Exhibit 3.2.

On May 26, 2020, the Company consummated its previously announced initial public offering of 32,775,000 shares of its common stock, par value $0.01 per share (the “Common Stock”), including the full exercise by the underwriters of their option to purchase 4,275,000 additional shares of Common Stock, at a price to the public of $20.00 per share (the “IPO”). The Company sold 18,000,000 shares of Common Stock in the IPO and certain of its existing stockholders sold 14,775,000 shares of Common Stock in the IPO. On May 26, 2020, the Company issued a press release in connection with the closing of the IPO. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.

(d) Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 26, 2020