SEC Form 4 · accession 0000899243-15-008778
YODLEE INC · YDLE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gayle A Crowell
Director
Period of report
Nov 19, 2015
Accepted (ET)
Nov 23, 2015 · 8:39 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 StockF1,F2 | Nov 19, 2015 | U | 10,500 | $11.51 | D | 0 | I | By Trust |
| Common StockF3 | Nov 19, 2015 | U | 17,209 | $11.51 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Right to Buy (Common StockF4 | $3.30 | Nov 19, 2015 | D | 10,000 | D | Apr 1, 2006 | Mar 16, 2016 | Common Stock | 10,000 | 0 | D |
| Right to Buy (Common StockF5 | $3.30 | Nov 19, 2015 | D | 10,000 | D | May 29, 2009 | Apr 29, 2019 | Common Stock | 10,000 | 0 | D |
| Right to Buy (Common StockF6 | $4.40 | Nov 19, 2015 | D | 10,000 | D | Mar 2, 2010 | Feb 1, 2020 | Common Stock | 10,000 | 0 | D |
| Right to Buy (Common StockF7 | $6.30 | Nov 19, 2015 | D | 5,000 | D | Apr 23, 2011 | Mar 23, 2021 | Common Stock | 5,000 | 0 | D |
| Right to Buy (Common StockF8 | $6.90 | Nov 19, 2015 | D | 7,500 | D | Jun 16, 2012 | May 16, 2022 | Common Stock | 7,500 | 0 | D |
| Right to Buy (Common StockF9 | $8.50 | Nov 19, 2015 | D | 7,500 | D | May 1, 2013 | Apr 9, 2023 | Common Stock | 7,500 | 0 | D |
| Right to Buy (Common StockF10 | $12.00 | Nov 19, 2015 | D | 8,815 | D | May 15, 2015 | Apr 9, 2023 | Common Stock | 8,815 | 0 | D |
| Right to Buy (Common StockF11 | $14.19 | Nov 19, 2015 | D | 11,434 | D | Nov 19, 2015 | Jun 1, 2025 | Common Stock | 11,434 | 0 | D |
| Restricted Stock UnitF13,F12 | $0.001 | Nov 19, 2015 | D | 3,177 | D | Nov 19, 2015 | Jun 1, 2016 | Common Stock | 3,177 | 0 | 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 $120,855.00 and 1,983 shares of Envestnet Common Stock.
- F10Pursuant 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 6,048 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 2,767 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $31,848.17 and (ii) 523 shares of Envestnet common stock.
- F11Pursuant 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 9,276 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 2,158 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $24,838.58 and (ii) 408 shares of Envestnet common stock.
- F12Represents par value of YDLE common stock.
- F13Pursuant to the terms of the Merger Agreement and in connection with the Merger, this restricted stock unit was not assumed by Envestnet and 3,177 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $36,567.27 and (ii) 600 shares of Envestnet common stock.
- F2The shares are held directly by a trust of which the reporting person is a trustee and beneficial owner.
- F3Pursuant to the terms of the Merger Agreement and in connection with the Merger, the Reporting Person received $198,075.59 and 3,250 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 1,887 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 8,113 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $93,380.63 and (ii) 1,533 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 1,887 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 8,113 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $93,380.63 and (ii) 1,533 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 2,516 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 7,484 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $86,140.84 and (ii) 1,414 shares of Envestnet common stock.
- F7Pursuant 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 1,801 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 3,199 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $36,820.49 and (ii) 604 shares of Envestnet common stock.
- F8Pursuant 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 2,959 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 4,541 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $52,266.91 and (ii) 858 shares of Envestnet common stock.
- F9Pursuant 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 3,645 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 3,855 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $44,371.05 and (ii) 728 shares of Envestnet common stock.