SEC Form 4 · accession 0001104659-15-082562
ENVESTNET, INC. · ENV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Anil Arora
Director
Period of report
Nov 30, 2015
Accepted (ET)
Dec 2, 2015 · 9:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001337619
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 30, 2015 | M | 387 | $0.00 | A | 43,470 | D | |
| Common StockF2 | Nov 30, 2015 | F | 203 | $0.00 | D | 43,267 | D | |
| Common Stock | Nov 30, 2015 | S | 10,000 | $32.50 | D | 33,267 | D | |
| Common Stock | Dec 1, 2015 | M | 399 | $0.00 | A | 33,660 | D | |
| Common StockF4 | Dec 1, 2015 | F | 209 | $0.00 | D | 33,457 | D | |
| Common StockF5 | holding | — | — | — | 136 | I | By Trust for child #1 | |
| Common StockF5 | holding | — | — | — | 136 | I | By Trust for child #1 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock AwardF6,F8,F14 | — | Dec 1, 2015 | M | 399 | A | — | — | Common Stock | 399 | 6,392 | D |
| Restricted Stock AwardF6,F9,F14 | — | Nov 30, 2015 | M | 387 | A | — | — | Common Stock | 387 | 10,870 | D |
| Restricted Stock AwardF6,F7,F14 | — | holding | — | — | — | — | — | Common Stock | 1,883 | 1,883 | D |
| Restricted Stock AwardF6,F10,F14 | — | holding | — | — | — | — | — | Common Stock | 519 | 20,264 | D |
| Restricted Stock AwardF6,F11,F14 | — | holding | — | — | — | — | — | Common Stock | 7,772 | 7,772 | D |
| Restricted Stock AwardF6,F12,F14 | — | holding | — | — | — | — | — | Common Stock | 12,154 | 12,154 | D |
| Restricted Stock AwardF6,F13,F14 | — | holding | — | — | — | — | — | Common Stock | 40,169 | 40,169 | D |
Explanation of responses
- F1Represents the vesting of restricted Common Stock. The reporting person was granted 11,257 shares on November 19, 2015 which vest monthly in 29 equal installments until February 24, 2019.
- F10The reporting person was granted 20,873 shares of restricted stock on November 19, 2015, pursuant to the terms of the Merger Agreement and the Merger. This restricted stock vests monthly in 40 equal installments until February 24, 2019.
- F11The reporting person was granted 7,772 shares of restricted stock on November 19, 2015, pursuant to the terms of the Merger Agreement and the Merger. This restricted stock award vests quarterly in 5 equal installments until January 1, 2017.
- F12The reporting person was granted 12,154 shares of restricted stock on November 19, 2015, pursuant to the terms of the Merger Agreement and the Merger. This restricted stock award vests annually in 3 equal installments until May 15, 2018.
- F13The reporting person was granted 40,169 shares of restricted stock on November 19, 2015, pursuant to the terms of the Merger Agreement and the Merger. This restricted stock award vests annually in 3 equal installments until February 24, 2018.
- F14Each share of restricted stock represents one share of Envestnet, Inc. Common Stock that remains subject to restrictions until the award becomes vested.
- F2The reporting person is reporting the withholding by Envestnet, Inc. of 203 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the delivery of the Common Stock to the reporting person on November 30, 2015.
- F3Represents the vesting of restricted Common Stock. The reporting person was granted 6,791 shares on November 19, 2015 which vests monthly in17 equal installments until April 1, 2017.
- F4The reporting person is reporting the withholding by Envestnet, Inc. of 209 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the delivery of the Common Stock to the reporting person on December 1, 2015.
- F5These shares are held in trust for the benefit of a child of the reporting person for which the reporting person serves as trustee. The reporting person shares voting and investment control over the shares but disclaims beneficial ownership of the shares.
- F6Each share of restricted stock is one share of Envestnet, Inc. Common Stock that remains subject to restrictions until the award becomes vested.
- F7The reporting person was granted 1,833 shares of restricted stock on November 19, 2015, pursuant to the terms of the Agreement and Plan of Merger dated August 10, 2015 (the "Merger") by and among Issuer, Yale Merger Corp ("Merger Sub") and Yodlee, Inc. ("Yodlee"), Merger Sub merged with and into Yodlee. This restricted stock vests monthly in 6 equal installments until May 16, 2016.
- F8The reporting person was granted 6,791 shares of restricted stock on November 19, 2015, pursuant to the terms of the Merger Agreement and the Merger. This restricted stock vests monthly in 17 equal installments until April 1, 2017. 399 shares of Common Stock vested on December 1, 2015, leaving 6,392 shares of restricted Common Stock subject to future monthly vesting.
- F9The reporting person was granted 11,257 shares of restricted stock on November 19, 2015, pursuant to the terms of the Merger Agreement and the Merger. This restricted stock vests monthly in 29 equal installments until March 31, 2018. 387 shares of Common Stock vested on November 30, 2015, leaving 10,870 shares of restricted Common Stock subject to future monthly vesting.