SEC Form 4 · accession 0000899243-15-008744

YODLEE INC · YDLE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Timothy O'Brien

Officer — SVP Operations & Info Security

Period of report

Nov 19, 2015

Accepted (ET)

Nov 23, 2015 · 6:18 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001161315

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Nov 19, 2015	U	6,829	$11.51	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Right to Buy (Common Stock^F2	$3.30	Nov 19, 2015	D	4,448	D	Feb 1, 2008	Sep 19, 2016	Common Stock	4,448	D
Right to Buy (Common Stock^F3	$3.30	Nov 19, 2015	D	5,500	D	Apr 6, 2008	Mar 6, 2018	Common Stock	5,500	D
Right to Buy (Common Stock^F4	$3.30	Nov 19, 2015	D	12,000	D	Jul 1, 2009	Jul 2, 2019	Common Stock	12,000	D
Right to Buy (Common Stock^F5	$4.40	Nov 19, 2015	D	22,902	D	Mar 2, 2010	Feb 1, 2020	Common Stock	22,902	D
Right to Buy (Common Stock^F6	$6.30	Nov 19, 2015	D	4,000	D	Apr 23, 2011	Mar 23, 2021	Common Stock	4,000	D
Right to Buy (Common Stock^F7	$6.90	Nov 19, 2015	D	14,999	D	Jun 16, 2012	May 16, 2022	Common Stock	14,999	D
Right to Buy (Common Stock^F8	$8.50	Nov 19, 2015	D	22,500	D	May 1, 2013	Apr 9, 2023	Common Stock	22,500	D
Right to Buy (Common Stock^F9	$12.00	Nov 19, 2015	D	33,280	D	Apr 30, 2014	Apr 1, 2024	Common Stock	33,280	D
Right to Buy (Common Stock^F10	$13.00	Nov 19, 2015	D	35,061	D	Mar 24, 2015	Mar 2, 2025	Common Stock	35,061	D
Restricted Stock Unit^F12,F11	$0.001	Nov 19, 2015	D	4,688	D	Apr 8, 2015	Apr 8, 2017	Common Stock	4,688	D
Restricted Stock Unit^F13,F11	$0.001	Nov 19, 2015	D	6,822	D	May 15, 2015	May 15, 2019	Common Stock	6,822	D
Restricted Stock Unit^F14,F11	$0.001	Nov 19, 2015	D	14,498	D	Nov 19, 2015	Feb 24, 2020	Common Stock	14,498	D

Explanation of responses

F1Pursuant to the terms of the Agreement and Plan of Merger dated August 10, 2015 by and among Envestnet, Inc. ("Envestnet"), Yale Merger Corp ("Merger Sub") and the Issuer (the "Merger Agreement"), Merger Sub merged with and into the Issuer (the "Merger"), and the Reporting Person received $78,601.79 and 1,290 shares of Envestnet Common Stock.
F10Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this option covering 13,148 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 11,131 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 2,017 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $23,215.67 and (ii) 381 shares of Envestnet common stock. The unvested portion of this option covering 21,913 shares of Issuer common stock was assumed and exchanged for an award of 3,110 restricted shares of Envestnet common stock.
F11Represents par value of Issuer's common stock.
F12Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this restricted stock unit covering 1,172 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 471 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 701 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $8,068.51 and (ii) 132 shares of Envestnet common stock. The unvested portion of this restricted stock unit covering 3,516 shares of Issuer common stock was assumed and exchanged for an award of 1,943 restricted shares of Envestnet common stock.
F13Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this restricted stock unit covering 1,705 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 686 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 1,019 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $11,728.69 and (ii) 192 shares of Envestnet common stock. The unvested portion of this restricted stock unit covering 5,117 shares of Issuer common stock was assumed and exchanged for an award of 2,828 restricted shares of Envestnet common stock.
F14Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this restricted stock unit covering 3,624 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 1,456 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 2,168 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $24,953.68 and (ii) 410 shares of Envestnet common stock. The unvested portion of this restricted stock unit covering 10,874 shares of Issuer common stock was assumed and exchanged for an award of 6,009 restricted shares of Envestnet common stock
F2Pursuant to the terms of the Merger Agreement and in connection with the Merger, this option was not assumed by Envestnet and was exercised in a cashless net exercise whereby 2,291 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 2,157 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $24,827.07 and (ii) 407 shares of Envestnet common stock.
F3Pursuant to the terms of the Merger Agreement and in connection with the Merger, this option was not assumed by Envestnet and was exercised in a cashless net exercise whereby 2,833 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 2,667 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $30,697.17 and (ii) 504 shares of Envestnet common stock.
F4Pursuant to the terms of the Merger Agreement and in connection with the Merger, this option was not assumed by Envestnet and was exercised in a cashless net exercise whereby 6,180 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 5,820 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $66,988.20 and (ii) 1,099 shares of Envestnet common stock.
F5Pursuant to the terms of the Merger Agreement and in connection with the Merger, this option was not assumed by Envestnet and was exercised in a cashless net exercise whereby 12,656 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 10,246 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $117,931.46 and (ii) 1,935 shares of Envestnet common stock.
F6Pursuant to the terms of the Merger Agreement and in connection with the Merger, this option was not assumed by Envestnet and was exercised in a cashless net exercise whereby 2,470 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 1,530 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $17,610.30 and (ii) 289 shares of Envestnet common stock.
F7Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this option covering 13,592 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 8,673 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 4,919 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $56,617.69 and (ii) 929 shares of Envestnet common stock. The unvested portion of this option covering 1,407 shares of Issuer common stock was assumed and exchanged for an award of 472 restricted shares of Envestnet common stock.
F8Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this option covering 16,523 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 11,447 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 5,076 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $58,424.76 and (ii) 959 shares of Envestnet common stock. The unvested portion of this option covering 5,977 shares of Issuer common stock was assumed and exchanged for an award of 1,699 restricted shares of Envestnet common stock.
F9Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this option covering 18,199 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 14,784 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 3,415 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $39,306.65 and (ii) 645 shares of Envestnet common stock. The unvested portion of this option covering 15,081 shares of Issuer common stock was assumed and exchanged for an award of 2,617 restricted shares of Envestnet common stock.