0001104659-17-013608.txt : 20170302 0001104659-17-013608.hdr.sgml : 20170302 20170302193928 ACCESSION NUMBER: 0001104659-17-013608 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170228 FILED AS OF DATE: 20170302 DATE AS OF CHANGE: 20170302 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENVESTNET, INC. CENTRAL INDEX KEY: 0001337619 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 201409613 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 35 E WACKER DR STE 2400 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 312-827-2800 MAIL ADDRESS: STREET 1: 35 E WACKER DR STE 2400 CITY: CHICAGO STATE: IL ZIP: 60601 FORMER COMPANY: FORMER CONFORMED NAME: ENVESTNET ASSET MANAGEMENT GROUP INC DATE OF NAME CHANGE: 20050831 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bergman Judson CENTRAL INDEX KEY: 0001497462 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34835 FILM NUMBER: 17661002 MAIL ADDRESS: STREET 1: 35 E. WACKER DRIVE STREET 2: SUITE 2400 CITY: CHICAGO STATE: IL ZIP: 60601 4 1 a4.xml 4 X0306 4 2017-02-28 0 0001337619 ENVESTNET, INC. ENV 0001497462 Bergman Judson 35 EAST WACKER DRIVE SUITE 2400 CHICAGO IL 60601 1 1 0 0 Chief Executive Officer Common Stock 2017-02-28 4 M 0 4200 0 A 651851 D Common Stock 2017-02-28 4 F 0 1307 0 D 650544 D Common Stock 2017-02-28 4 M 0 3867 0 A 654411 D Common Stock 2017-02-28 4 F 0 1203 0 D 653208 D Common Stock 2017-02-28 4 M 0 2977 0 A 656185 D Common Stock 2017-02-28 4 F 0 926 0 D 655259 D Employee Stock Option (Right to Buy) 7.50 2009-04-30 2018-04-30 Common Stock 36000 36000 D Employee Stock Option (Right to Buy) 7.15 2010-05-15 2019-05-15 Common Stock 15000 15000 D Employee Stock Option (Right to Buy) 9 2011-07-28 2020-07-28 Common Stock 376000 376000 D Employee Stock Option (Right to Buy) 12.55 2012-02-28 2021-02-28 Common Stock 10000 10000 D Employee Stock Option (Right to Buy) 12.45 2013-02-28 2022-02-28 Common Stock 7951 7.951 D Employee Stock Option (Right to Buy) 15.34 2014-02-28 2023-02-28 Common Stock 9408 9408 D Employee Stock Option (Right to Buy) 41.84 2015-02-28 2024-02-28 Common Stock 20300 20300 D Employee Stock Option (Right to Buy) 53.88 2016-02-29 2025-02-28 Common Stock 17400 17400 D Employee Stock Option (Right to Buy) 20.51 2017-02-28 2026-02-28 Common Stock 8932 8932 D Employee Stock Option (Right to Buy) 31.03 2017-05-12 2026-05-12 Common Stock 25000 25000 D Restricted Stock Unit 2017-02-28 4 M 0 4200 D 2017-02-28 Common Stock 4200 0 D Restricted Stock Unit 2017-02-28 4 M 0 3867 D 2018-02-28 Common Stock 3867 3867 D Restricted Stock Unit 2017-02-28 4 M 0 2977 D 2019-02-28 Common Stock 2977 5955 D Performance Stock Unit Award 2019-05-12 Common Stock 125000 125000 D Original option grant vests in three installments beginning on the first anniversary of the date of grant as listed in the "Date Exercisable" column. Original option grant vests in four installments beginning on the first anniversary of the date of grant as listed in the "Date Exercisable" column. Each restricted stock unit is the economic equivalent of one share of Envestnet, Inc. Common Stock Each restricted unit represents the contingent right to receive one share of common stock upon the vesting of the unit. The reporting person was granted 12,600 restricted stock units on February 28, 2014. 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. The 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. This 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. The reporting person was granted 8,932 restricted stock units on February 29, 2016. These restricted stock units vest over a 3 year period, with 1/3 of the shares vesting on the first anniversary of the date of grant and one-twelfth of the total amount vesting on each three-month anniversary of the date of grant. The 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. Represents the conversion upon vesting of restricted stock units into common stock (the "Converted Common Stock "). The reporting person was granted 12,600 restricted stock units on February 28, 2014 of which one-third of the total amount vests on the first anniversary of the date of the grant of restricted stock; and then 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 unit grant on each succeeding February 28th until fully vested. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on March 2, 2014. The reporting person is reporting the withholding by Envestnet, Inc. of 1,307 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the delivery of the Converted Common Stock to the reporting person on February 28, 2017. Represents the conversion upon vesting of restricted stock awards into common stock (the "Converted Common Stock "). The reporting person was granted 11,600 restricted stock units on February 28, 2015 of which one-third of the total amount vests on the first anniversary of the date of the grant of restricted stock; and then 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 unit grant on each succeeding February 28th until fully vested. Such restricted stock units were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on March 2, 2015. The reporting person is reporting the withholding by Envestnet, Inc. of 1,203 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the delivery of the Converted Common Stock to the reporting person on February 28, 2017. Represents the conversion upon vesting of restricted stock awards into common stock (the "Converted Common Stock "). The reporting person was granted 8,932 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. The reporting person is reporting the withholding by Envestnet, Inc. of 926 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the delivery of the Converted Common Stock to the reporting person on February 28, 2017. /s/ Shelly O'Brien, by power of attorney for Judson Bergman 2017-03-02