SEC Form 4 · accession 0001104659-16-136275
ENVESTNET, INC. · ENV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles Roame
Director
Period of report
Jul 30, 2016
Accepted (ET)
Aug 2, 2016 · 7:49 pm EDT
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 | Jul 30, 2016 | M | 164 | $0.00 | A | 164 | D | |
| Common StockF1 | Jul 30, 2016 | J | 164 | $0.00 | D | 8,188 | I | See Footnote |
| Common StockF10 | holding | — | — | — | 3,146 | I | By Tiburon Strategic Advisors, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock AwardF5,F3,F4 | — | Jul 30, 2016 | M | 164 | D | — | Jul 30, 2016 | Common Stock | 164 | 0 | D |
| Director Stock Option (Right to Buy)F1,F2 | $12.45 | holding | — | — | — | Feb 28, 2013 | Feb 28, 2022 | Common Stock | 2,334 | 2,334 | I |
| Director Stock Option (Right to Buy)F1,F2 | $15.34 | holding | — | — | — | Feb 28, 2014 | Feb 28, 2023 | Common Stock | 8,116 | 8,116 | I |
| Director Stock Option (Right to Buy)F1,F2 | $41.84 | holding | — | — | — | Feb 28, 2015 | Feb 28, 2024 | Common Stock | 3,506 | 3,506 | I |
| Director Stock Option (Right to Buy)F1,F2 | $55.29 | holding | — | — | — | Feb 28, 2016 | Feb 28, 2025 | Common Stock | 2,913 | 2,913 | I |
| Director Stock Option (Right to Buy)F1,F2 | $20.51 | holding | — | — | — | Feb 28, 2017 | Feb 28, 2026 | Common Stock | 5,655 | 5,655 | I |
| Restricted Stock AwardF3,F6 | — | holding | — | — | — | — | Feb 28, 2019 | Common Stock | 641 | 641 | D |
| Restricted Stock AwardF3,F7 | — | holding | — | — | — | — | Feb 28, 2018 | Common Stock | 4,876 | 4,876 | D |
| Restricted Stock AwardF3,F8,F9 | — | holding | — | — | — | — | Feb 28, 2019 | Common Stock | 1,951 | 2,925 | D |
Explanation of responses
- F1Represents shares held by a trust in which Mr. Roame is the trustee.
- F10Mr. Roame is Managing Partner of Tiburon Strategic Advisors, LLC ("Tiburon"). As Managing Partner of Tiburon, Mr. Roame may be deemed to have voting and investment power over the shares owned by Tiburon. Mr. Roame disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein.
- F11Represents the conversion upon vesting of restricted stock awards into common stock. The reporting person was granted 327 restricted stock units on July 30, 2014, of which 163 shares vested on July 30, 2015 and the remainder 164 shares vested on July 30, 2016.
- F12Such shares were transferred from Mr. Roame to a trust in which Mr. Roame is the trustee.
- F2Original option grant vests monthly over a 4 year period, except that the shares that would otherwise vest over the first 12 months shall not vest until the first anniversary of the grant.as listed in the "Date Exercisable" column.
- F3Each restricted stock award is the economic equivalent of one share of Envestnet, Inc. Common Stock.
- F4The reporting person was granted 327 restricted stock units on July 30, 2014, of which 1/2 of the shares subject to the restricted stock units of the grant vested on July 30, 2016. The common stock into which such vested restricted stock units converted on July 30, 2016 is reported in Table I on this Form 4.
- F5Each restricted stock award represents the contingent right to receive one share of common stock upon vesting of the unit.
- F6This restricted stock award vests over a 3 year period, one third of the total amount vests on the first anniversary of the date of the grant of restricted stock; and then one-twelfth of the total amount vests on each three-month anniversary.
- F7This restricted stock award vests over a 3 year period, 40% of the total amount vests on the date of the grant of restricted stock; and then 30% of the total amount vests on February 28, 2017 and the remaining 30% vests on February 28, 2018.
- F8Represents the conversion upon vesting of restricted stock awards into common stock. The reporting person was granted 4,876 restricted stock units on February 29, 2016, of which 40% (1.950 shares) subject to the restricted stock units of the grant vested on February 29, 2016.
- F9The reporting person was granted 4,876 restricted stock units on February 29, 2016, of which 40% (1,950 shares) subject to the restricted stock units of the grant vested on February 29, 2016. The common stock into which such vested restricted stock units converted on February 29, 2016. The remaining unvested restricted stock units will continue to vest as to 30% of the total amount on February 28, 2017 and the remaining 30% of the total amount will continue to vest on February 28, 2018.