SEC Form 4 · accession 0000899243-15-008747

YODLEE INC · YDLE

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

Reporting owner

Joseph Polverari

Officer — Chief Strategy & Dev. Officer

Period of report

Nov 19, 2015

Accepted (ET)

Nov 23, 2015 · 6:24 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	39,376	$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	12,072	D	Feb 1, 2008	Sep 19, 2016	Common Stock	12,072	D
Right to Buy (Common Stock^F3	$3.30	Nov 19, 2015	D	33,692	D	Apr 6, 2008	Mar 6, 2018	Common Stock	33,692	D
Right to Buy (Common Stock^F4	$3.30	Nov 19, 2015	D	26,400	D	Jul 1, 2009	Jul 2, 2019	Common Stock	26,400	D
Right to Buy (Common Stock^F5	$4.40	Nov 19, 2015	D	33,902	D	Mar 2, 2010	Feb 1, 2020	Common Stock	33,902	D
Right to Buy (Common Stock^F6	$6.30	Nov 19, 2015	D	9,000	D	Apr 23, 2011	Mar 23, 2021	Common Stock	9,000	D
Right to Buy (Common Stock^F7	$6.90	Nov 19, 2015	D	29,999	D	Jun 16, 2012	May 16, 2022	Common Stock	29,999	D
Right to Buy (Common Stock^F8	$8.50	Nov 19, 2015	D	25,000	D	May 1, 2013	May 16, 2022	Common Stock	25,000	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	65,817	D	Mar 24, 2015	Mar 2, 2025	Common Stock	65,817	D
Restricted Stock Unit^F12,F11	$0.001	Nov 19, 2015	D	5,625	D	Apr 8, 2015	Apr 8, 2017	Common Stock	5,625	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	27,215	D	Nov 19, 2015	Feb 24, 2020	Common Stock	27,215	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 $453,217.76 and 7,438 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 24,681 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 21,266 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 41,136 shares of Issuer common stock was assumed and exchanged for an award of 5,836 restricted shares of Envestment 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 1,406 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 648 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 758 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $8,724.58 and (ii) 143 shares of Envestnet common stock. The unvested portion of this restricted stock unit covering 4,219 shares of Issuer common stock was assumed and exchanged for an award of 2,332 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 786 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 919 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $10,577.69 and (ii) 174 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 6,803 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 3,139 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 3,664 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $42,172.64 and (ii) 692 shares of Envestnet common stock. The unvested portion of this restricted stock unit covering 20,412 shares of Issuer common stock was assumed and exchanged for an award of 11,280 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 6,794 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 5,278 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $60,749.78 and (ii) 997 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 18,961 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 14,731 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $169,553.81 and (ii) 2,783 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 14,857 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 11,543 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $132,859.93 and (ii) 2,180 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 20,228 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 13,674 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $157,387.74 and (ii) 2,583 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 5,897 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations, and 3,103 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $35,715.53 and (ii) 586 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 27,186 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 18,315 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 8,871 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $102,105.21 and (ii) 1,676 shares of Envestnet common stock. The unvested portion of this option covering 2,813 shares of Issuer common stock was assumed and exchanged for an award of 942 restricted shares of Envestment common stock.
F8Pursuant to the terms of the Merger Agreement and in connection with the Merger, the vested portion of this option covering 18,358 shares of Issuer common stock was not assumed by Envestnet and was exercised in a cashless net exercise whereby 13,272 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 5,086 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $58,539.86 and (ii) 961 shares of Envestnet common stock. The unvested portion of this option covering 6,642 shares of Issuer common stock was assumed and exchanged for an award of 1,888 restricted shares of Envestment 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 15,120 shares of Issuer common stock were withheld to satisfy the applicable exercise price and tax withholding obligations and 3,079 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $35,439.29 and (ii) 582 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 Envestment common stock.