X0306 4 2017-05-29 0 0001337619 ENVESTNET, INC. ENV 0001366763 Smith Gregory A 35 EAST WACKER DRIVE SUITE 2400 CHICAGO IL 60601 1 0 0 0 Common Stock 2017-05-29 4 M 0 55 0 A 5689 D Director Stock Option (Right to Buy) 20.51 2017-02-28 2026-02-28 Common Stock 5210 5210 D Director Stock Option (Right to Buy) 31.70 2018-03-28 2027-03-28 Common Stock 2828 2828 D Restricted Stock Units 2017-05-29 4 M 0 55 D 2019-02-28 Common Stock 55 387 D Restricted Stock Units 2018-02-28 Common Stock 1463 1463 D Restricted Stock Units 2020-03-28 Common Stock 2585 2585 D Original option grant vests monthly over a 4 year period, except that the shares that would otherwise vest over the first 12 months shall not vest until the first anniversary of the grant as listed in the "Date Exercisable" column. Each restricted stock award is the economic equivalent of one share of Envestnet, Inc. Common Stock. These 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. These restricted stock units vest over a 3 year period, 40% of the total amount vests on the date of the grant of restricted stock; and then 30% of the total amount vests on February 28, 2017 and the remaining 30% vests on February 28, 2018. Each restricted stock award represents the contingent right to receive one share of common stock upon vesting of the unit. Represents the issuance of Envestnet, Inc. common stock upon the vesting of restricted stock units effective May 29, 2017. The reporting person was granted 663 stock units on February 29, 2016 of which one-third of the total amount vested on February 28, 2017 (the first anniversary of the date of grant) 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. This option grant vests over a 3-year period, one-third of the total amount vests on the first applicable date of grant and one-twelfth of the total amount vests on each three-month anniversary of the date of grant thereafter. /s/ Shelly O'Brien, by power of attorney for Greg Smith 2017-05-31