SEC Form 4 · accession 0001104659-17-020472

ENVESTNET, INC. · ENV

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Judson Bergman

Officer — Chief Executive Officer · Director

Period of report

Mar 28, 2017

Accepted (ET)

Mar 30, 2017 · 8:35 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	holding	—	—		—	655,259	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right to Buy)^F7	$31.70	Mar 28, 2017	A	11,518	A	Mar 28, 2018	Mar 28, 2027	Common Stock	11,518	11,518	D
Restricted Stock Units^F3,F6,F4	—	Mar 28, 2017	A	34,554	A	—	Mar 28, 2020	Common Stock	34,554	34,554	D
Employee Stock Option (Right to Buy)^F1	$7.50	holding	—	—	—	Apr 30, 2009	Apr 30, 2018	Common Stock	36,000	36,000	D
Employee Stock Option (Right to Buy)^F1	$7.15	holding	—	—	—	May 15, 2010	May 15, 2019	Common Stock	15,000	15,000	D
Employee Stock Option (Right to Buy)^F2	$9.00	holding	—	—	—	Jul 28, 2011	Jul 28, 2020	Common Stock	376,000	376,000	D
Employee Stock Option (Right to Buy)^F2	$12.55	holding	—	—	—	Feb 28, 2012	Feb 28, 2021	Common Stock	10,000	10,000	D
Employee Stock Option (Right to Buy)^F2	$12.45	holding	—	—	—	Feb 28, 2013	Feb 28, 2022	Common Stock	7,951	8	D
Employee Stock Option (Right to Buy)^F2	$15.34	holding	—	—	—	Feb 28, 2014	Feb 28, 2023	Common Stock	9,408	9,408	D
Employee Stock Option (Right to Buy)^F2	$41.84	holding	—	—	—	Feb 28, 2015	Feb 28, 2024	Common Stock	20,300	20,300	D
Employee Stock Option (Right to Buy)^F2	$53.88	holding	—	—	—	Feb 29, 2016	Feb 28, 2025	Common Stock	17,400	17,400	D
Employee Stock Option (Right to Buy)^F7	$20.51	holding	—	—	—	Feb 28, 2017	Feb 28, 2026	Common Stock	8,932	8,932	D
Employee Stock Option (Right to Buy)^F7	$31.03	holding	—	—	—	May 12, 2017	May 12, 2026	Common Stock	25,000	25,000	D
Restricted Stock Units^F3,F5,F4	—	holding	—	—	—	—	Feb 28, 2018	Common Stock	3,867	3,867	D
Restricted Stock Units^F3,F6,F4	—	holding	—	—	—	—	Feb 28, 2019	Common Stock	5,955	5,955	D
Performance Stock Unit Award^F3,F8,F4	—	holding	—	—	—	—	May 12, 2019	Common Stock	125,000	125,000	D

Explanation of responses

F1Original option grant vests in three installments beginning on the first anniversary of the date of grant as listed in the "Date Exercisable" column.
F2Original option grant vests in four installments beginning on the first anniversary of the date of 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 unit represents the contingent right to receive one share of common stock upon the vesting of the unit.
F5The reporting person was granted 11,600 restricted stock units on February 28, 2015. The remaining unvested restricted stock units will continue to vest as to 1/3 of the original number of shares subject to the restricted stock awards on each succeeding February 28th until fully vested.
F6These restricted stock units vest over a 3 year period, one third of the total amount vest 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 option grant vests over a 3 year period, one-third of the total amount vests on the first anniversary of the applicable date of grant and one-twelfth of the total amount vests on each three-month anniversary of the date of grant thereafter.
F8The Reporting Person will earn a percentage of his performance stock unit award ("Banked Units") based on specific adjusted EBIDTA goals for the relevant performance period. This performance stock unit award vests over a 3 consecutive one-year performance periods, with 33.33% of Banked Units vesting following the First Performance Period, 50% of the outstanding Banked Units following the Second Performance Period and 100% of the outstanding Banked Units following the Final Performance Period, as described in the executive's employment agreement dated May 12, 2016 by and between the Company and the Reporting Person.