SEC Form 5 · accession 0001104659-17-009434
ENVESTNET, INC. · ENV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shelly O'Brien
Officer — Chief Legal Officer
Period of report
Dec 31, 2016
Accepted (ET)
Feb 14, 2017 · 8:30 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 3, 2016 | M | 2,083 | $0.00 | A | 7,823 | D | |
| Common StockF2 | Nov 3, 2016 | F | 648 | $0.00 | D | 7,175 | D | |
| Common Stock | Feb 2, 2017 | M | 2,083 | $0.00 | A | 9,258 | D | |
| Common StockF4 | Feb 2, 2017 | F | 633 | $0.00 | D | 8,625 | D |
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,F6 | — | Nov 3, 2016 | M | 2,083 | D | — | Aug 2, 2019 | Common Stock | 2,083 | 22,917 | D |
| Restricted Stock AwardF5,F6 | — | Feb 2, 2017 | M | 2,083 | D | — | Aug 2, 2019 | Common Stock | 2,083 | 20,834 | D |
Explanation of responses
- F1Represents the restricted shares of Envestnet, Inc. common stock that became vested for tax purposes effective November 3, 2016 (the "November Vested Restricted Shares"). The reporting person was granted 25,000 restricted stock units on August 2, 2016 of which one-twelfth of the total amount vested on November 3, 2016. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on August 4, 2016. Due to the Company's conversion to a third party stock administrator, such vesting was not immediately reported to the Company until February 13, 2017.
- F2The reporting person is reporting the withholding by Envestnet, Inc. of 648 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the vesting for tax purposes of the November Vested Restricted Shares to the reporting person on November 3, 2016.
- F3Represents the restricted shares of Envestnet, Inc. common stock that became vested for tax purposes effective February 2, 2017 (the "February Vested Restricted Shares"). The reporting person was granted 25,000 restricted stock units on August 2, 2016 of which one-twelfth of the total amount vested on February 2, 2017. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on August 4, 2016. Due to the Company's conversion to a third party stock administrator, such vesting was not immediately reported to the Company until February 13, 2017.
- F4The reporting person is reporting the withholding by Envestnet, Inc. of 633 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the vesting for tax purposes of the February Vested Restricted Shares to the reporting person on February 2, 2017.
- F5Each restricted stock award is the economic equivalent of one share of Envestnet, Inc. Common Stock.
- F6This restricted stock unit vests over a 3 year period, with one-twelfth of the total amount vesting on each three-month anniversary of the date of grant.