X0306 4 2017-06-07 0 0001337619 ENVESTNET, INC. ENV 0001336059 Arora Anil 35 EAST WACKER DRIVE SUITE 2400 CHICAGO IL 60601 1 1 0 0 Envestnet | Yodlee * Common Stock 2017-06-07 4 M 0 8333 A 80853 D Common Stock 2017-06-07 4 F 0 3264 36.25 D 77589 D Common Stock 136 I By Trust for child Common Stock 136 I By Trust for child Restricted Stock Unit 2017-06-07 4 M 0 8333 D 2018-12-07 Common Stock 8333 50002 D Restricted Stock Unit 2020-03-28 Common Stock 20000 20000 D Employee Stock Option (Right to Buy) 32.46 2025-12-07 Common Stock 20000 20000 D These shares are held in trust for the benefit of a child of the reporting person for which the reporting person serves as trustee. The reporting person shares voting and investment control over the shares but disclaims beneficial ownership of the shares. Each restricted stock unit is the economic equivalent of one share of Envestnet, Inc. Common Stock. The reporting person was granted 100,000 restricted stock units on December 7, 2015 of which 1/3 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 thereafter. The shares of Common Stock issuable with respect to the restricted stock units remain subject to restriction until the award becomes vested for all purposes. Each restricted stock unit represents the contingent right to receive one share of common stock upon vesting of the unit. This restricted stock award 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 units and one-twelfth of the total amount vests on each three-month anniversary. 20,000 options were granted to the reporting person on December 7, 2015. One-Twelfth of the total amount vests on each three-month anniversary of the date of grant. Represents the issuance of Envestnet, Inc. common stock upon the vesting of restricted stock units effective June 7, 2017, but remain subject to contractual restrictions (the "June Vested Restricted Stock Units"). The reporting person was granted 100,000 restricted stock units on December 7, 2015 of which one-twelfth of the total amount vested on June 7, 2017. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on December 9, 2015. The reporting person is reporting the withholding by Envestnet, Inc. of 3,264 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the vesting for tax purposes of the June Vested Restricted Stock Units to the reporting person on June 7, 2017. The total reflects the sale of 1,100 shares of Common Stock on March 3, 2017 reported on a Form 4 filed with the Securities and Exchange Commission on March 3, 2017. *Chief Executive of Envestnet / Yodlee /s/ Shelly O'Brien, by power of attorney for Anil Arora 2017-06-09