SEC Form 4 · accession 0001104659-17-013632
ENVESTNET, INC. · ENV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles Roame
Director
Period of report
Feb 28, 2017
Accepted (ET)
Mar 2, 2017 · 8:06 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 | Feb 28, 2017 | M | 1,463 | $0.00 | A | 1,463 | D | |
| Common Stock | Feb 28, 2017 | M | 213 | $0.00 | A | 1,676 | D | |
| Common StockF1 | holding | — | — | — | 8,676 | I | See Footnote | |
| Common StockF7 | 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 UnitsF4,F3,F5 | — | Feb 28, 2017 | A | 213 | D | — | Feb 28, 2019 | Common Stock | 213 | 428 | D |
| Restricted Stock UnitsF4,F3,F6 | — | Feb 28, 2017 | A | 1,463 | D | — | Feb 28, 2018 | Common Stock | 1,463 | 1,463 | 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 |
Explanation of responses
- F1Represents shares held by 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 unit is the economic equivalent of one share of Envestnet, Inc. Common Stock.
- F4Each restricted stock unit represents the contingent right to receive one share of common stock upon vesting of the unit.
- F5This restricted stock unit 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.
- F6This restricted stock unit 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.
- F7Mr. 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.
- F8Represents the conversion upon vesting of restricted stock units 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 and 30% (1,463 shares) vested on February 28, 2017. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on March 2, 2016.
- F9Represents the conversion upon vesting of restricted stock units into common stock. The reporting person was granted 641 restricted stock units on February 29, 2016 of which 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. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on March 2, 2016.