SEC Form 4 · accession 0000899243-15-008779
YODLEE INC · YDLE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patrick T Hackett
Director
Period of report
Nov 19, 2015
Accepted (ET)
Nov 23, 2015 · 8:47 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 | Nov 19, 2015 | U | 3,448 | $11.51 | D | 0 | D | |
| Common StockF2,F3,F4,F5,F6 | Nov 19, 2015 | U | 8,160,691 | $11.51 | D | 0 | I | See footnotes |
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 StockF7 | $11.60 | Nov 19, 2015 | D | 12,601 | D | Dec 1, 2015 | Dec 1, 2024 | Common Stock | 12,601 | 0 | D |
| Right to Buy (Common StockF8 | $14.19 | Nov 19, 2015 | D | 11,434 | D | Nov 19, 2015 | Jun 1, 2025 | Common Stock | 11,434 | 0 | D |
| Restricted Stock UnitF10,F9 | $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 $39,696.84 and 651 shares of Envestnet Common Stock.
- F10Pursuant 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 $36,571.55 and (ii) 600 shares of Envestnet common stock.
- F2Pursuant to the terms of the Merger Agreement and in connection with the Merger, the Reporting Person received $93,929,601.83 and 1,541,553 shares of Envestnet Common Stock.
- F3Shares are held directly by Warburg Pincus Private Equity VIII L.P., a Delaware limited partnership ("WP VIII") and two of its affiliates (i) WP-WP VIII Investors, L.P., a Delaware limited partnership ("WP VIII Investors") and (ii) Warburg Pincus Netherlands Private Equity VIII I C.V., a company incorporated under the laws of the Netherlands ("WP VIII Netherlands", WP VIII and WP VIII Investors, the "WP VIII Funds").
- F4The stockholders are Warburg Pincus Private Equity VIII, L.P., a Delaware limited partnership ("WP VIII"), and its two affiliated funds, Warburg Pincus Netherlands Private Equity VIII C.V. I, a Netherlands commanditaire vennootschap ("WP VIII Netherlands"), and WP-WPVIII Investors, L.P., a Delaware limited partnership ("WP VIII Investors", and together with WP VIII and WP VIII Netherlands, the "WP VIII Funds"). WP-WPVIII Investors GP L.P., a Delaware limited partnership ("WP VIII Investors GP"), is the general partner of WP VIII Investors. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP VIII Investors GP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is (i) the managing member of WPP GP, and (ii) the general partner of WP VIII and WP VIII Netherlands.
- F5(Continued from footnote 4) Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP"), is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WP VIII Funds. Charles R. Kaye and Joseph P. Landy are Managing General Partners of WP and Managing Members and Co-Chief Executive Officers of WP LLC and may be deemed to control the Warburg Pincus entities. Messrs. Kaye and Landy disclaim beneficial ownership of all shares held by the Warburg Pincus entities.
- F6Patrick T. Hackett, a director of the Company, is a Partner of WP and a Member and Managing Director of WP LLC. All shares indicated as owned by Mr. Hackett are included because of his affiliation with the Warburg Pincus entities. Mr. Hackett disclaims beneficial ownership of all shares held by the Warburg Pincus entities.
- 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 8,357 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 4,244 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $48,870.33 and (ii) 801 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 9,277 shares of Issuer common stock were withheld to satisfy the applicable exercise price, and 2,157 shares of Issuer common stock issued upon such exercise were cancelled in exchange for (i) a cash payment of $24,841.54 and (ii) 407 shares of Envestnet common stock.
- F9Represents par value of YDLE common stock.