SEC Form 4/A · accession 0001104659-17-067490
ENVESTNET, INC. · ENV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Shelly O'Brien
Officer — Chief Legal Officer
Period of report
Nov 1, 2017
Accepted (ET)
Nov 9, 2017 · 6:52 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 1, 2017 | M | 3,000 | $9.00 | A | 16,292 | D | |
| Common StockF2,F3 | Nov 1, 2017 | S | 3,000 | $53.28 | D | 13,292 | D | |
| Common StockF4,F5,F6 | Nov 2, 2017 | M | 2,083 | — | A | 37,260 | D | |
| Common StockF5,F6 | Nov 2, 2017 | F | 977 | $53.70 | D | 36,283 | 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)F8 | $9.00 | Nov 1, 2017 | M | 3,000 | D | Jul 28, 2011 | Jul 28, 2020 | Common Stock | 3,000 | 12,366 | D |
Explanation of responses
- F1Reflects the cashless exercise of stock options which were granted pursuant to Rule 16b-3. The sale was pursuant to a Rule 10b5-1 plan that covers the cashless exercise and sale of stock options prior to their expiration date.
- F2The Common Shares reported herein as being sold were sold at a range of between $53.10 and $53.60 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent.
- F3This total has been corrected from the original Form 4 filing to reflect the option exercise to which this sale relates.
- F4Represents the issuance of Envestnet, Inc. common stock upon the vesting of restricted stock units effective November 2, 2017 (the "November Vested Restricted Stock Units"). Restricted stock units convert into common stock on a one-for-one basis. 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 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.
- F5Starting with the November 2, 2017 vesting of restricted stock units, the issuer's method of reporting restricted stock units has been revised to report such grants in Table I rather than as previously reported in Table II. Accordingly, amount includes unvested restricted stock units previously reported in Table II.
- F6This total has been corrected from the original Form 4 filing to reflect the option exercise and sale to which this amendment relates.
- F7The reporting person is reporting the withholding by Envestnet, Inc. of 977 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 Stock Units to the reporting person on November 2, 2017.
- F8Original option grant vested in three installments beginning on the first anniversary of the date of grant as listed in the "Date Exercisable" column.