SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Anderman Sigmund

(Last)

(First)

(Middle)

C/O ELLIE MAE, INC.

4155 HOPYARD ROAD, SUITE 200

(Street)

PLEASANTON

94588

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/14/2011

3. Issuer Name and Ticker or Trading Symbol
ELLIE MAE INC [ ELLI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.0001 par value	25,000⁽¹⁾	D
Common Stock, $0.0001 par value	535,240⁽¹⁾	I	By Family Trust⁽²⁾
Common Stock, $0.0001 par value	83,333⁽¹⁾	I	By GRAT⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽⁴⁾	09/24/2012	Common Stock	16,666⁽¹⁾	$3.75⁽¹⁾	D
Stock Option (right to buy)	⁽⁵⁾	08/26/2020	Common Stock	70,000⁽¹⁾	$8.85⁽¹⁾	D
Stock Option (right to buy)	⁽⁵⁾	09/16/2020	Common Stock	25,000⁽¹⁾	$8.85⁽¹⁾	D
Stock Option (right to buy)	⁽⁴⁾	12/31/2011	Common Stock	83,333⁽¹⁾	$3.75⁽¹⁾	D
Stock Option (right to buy)	⁽⁴⁾	02/22/2015	Common Stock	99,999⁽¹⁾	$1.38⁽¹⁾	D
Stock Option (right to buy)	⁽⁴⁾	12/18/2011	Common Stock	66,666⁽¹⁾	$3.75⁽¹⁾	D
Stock Option (right to buy)	⁽⁶⁾	08/23/2017	Common Stock	450,000⁽¹⁾	$1.38⁽¹⁾	D
Stock Option (right to buy)	⁽⁷⁾	08/23/2017	Common Stock	43,771⁽¹⁾	$1.38⁽¹⁾	D
Stock Option (right to buy)	⁽⁸⁾	08/23/2017	Common Stock	39,562⁽¹⁾	$1.38⁽¹⁾	D

Explanation of Responses:

1. Reflects a 1-for-3 reverse stock split of the Issuer's outstanding securities effected immediately prior to the effectiveness of the Issuer's S-1 Registration Statement (Commission File No. 333-166438).

2. These shares are held by The Sigmund and Susan Anderman Family Trust dated March 3, 2006.

3. These shares are held by Sigmund Anderman, Trustee of The Sigmund Anderman 2010 Grantor Retained Annuity Trust dated May 26, 2010.

4. 100% of the shares subject to the option are fully vested and exercisable.

5. Option vests with respect to 25% of the shares subject thereto on August 26, 2011, with 1/48th of the shares vesting monthly thereafter, such that the option will be fully vested and exercisable on August 26, 2014.

6. Option vests in one or more installments upon the achievement of certain performance-based goals related to the per share valuation of the common stock of the Issuer. A pre-determined number of shares subject to the option will vest upon the achievement of a per share valuation of the common stock of the Issuer at certain specified levels by virtue of (i) the price paid for such common stock in a sale of the Issuer as reasonably determined by the Board of Directors of the Issuer or (ii) the closing price of such common stock on a U.S. national exchange over a period of at least 20 consecutive trading days. Additional details regarding the aforementioned vesting parameters are provided in the Issuer's Registration Statement on Form S-1 (Commission File No. 333-166438) under "Management - Executive Compensation - Outstanding Equity Awards at 2010 Fiscal Year-End".

7. 43,403 of the shares subject to the Option are fully vested and exercisable. Of the remaining shares subject to the Option, 368 shares will vest on April 23, 2011, such that 100% of the shares subject to Option will be fully vested and exercisable on April 23, 2011.

8. 31,249 of the shares subject to the Option are fully vested and exercisable. Of the remaining shares to the Option, 1,369 shares will vest on April 26, 2011 and 1,736 shares will vest monthly thereafter, such that 100% of the shares subject to the option will be fully vested and exercisable on August 26, 2011.

	/s/ LeeAnn Linck, Attorney-in-Fact for Sigmund Anderman	04/14/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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