X0306 4 2017-08-02 0 0001337619 ENVESTNET, INC. ENV 0001604808 Mayer Joshua 35 EAST WACKER DRIVE SUITE 2400 CHICAGO IL 60601 0 1 0 0 Chief Operating Officer Common Stock 2017-08-02 4 M 0 3750 0 A 16440 D Common Stock 2017-08-02 4 F 0 1144 0 D 15296 D Common Stock 42 I By Wife Employee Stock Option (Right to Buy) 7.15 2010-05-15 2019-05-15 Common Stock 800 800 D Employee Stock Option (Right to Buy) 9 2011-07-28 2020-07-28 Common Stock 20000 20000 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 4418 4418 D Employee Stock Option (Right to Buy) 15.34 2014-02-28 2023-02-28 Common Stock 8000 8000 D Employee Stock Option (Right to Buy) 41.84 2015-02-28 2024-02-28 Common Stock 6200 6200 D Employee Stock Option (Right to Buy) 53.88 2016-02-28 2025-02-27 Common Stock 6000 6000 D Employee Stock Option (Right to Buy) 20.51 2017-02-28 2026-02-28 Common Stock 3234 3234 D Employee Stock Option (Right to Buy) 31.70 2018-03-28 2027-03-28 Common Stock 2233 2233 D Restricted Stock Units 2018-02-28 Common Stock 1334 1334 D Restricted Stock Units 2019-02-28 Common Stock 1887 1887 D Restricted Stock Units 2017-08-02 4 M 0 3750 D 2019-08-02 Common Stock 3750 30000 D Restricted Stock Units 2020-03-28 Common Stock 6700 6700 D This option grant vests over a 3 year period; one-third of the total amount vests on each anniversary of the date of grant. This option grant vests over a 4 year period; one-fourth of the total amount vests on each anniversary of the date of grant. This option grant vests over a 3 year period; one-third of the total amount vests on the first anniversary of the date of grant and one-twelfth of the total amount vests on each three-month anniversary of the date of grant thereafter. Each restricted stock unit is the economic equivalent of one share of Envestnet, Inc. Common Stock Each restricted stock unit represents the contingent right to receive one share of common stock upon vesting of the unit. These restricted stock units vest over a 3-year period; one-third of the total amount vests on each anniversary of the date of grant. These restricted stock units vest 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 then one-twelfth of the total amount vests on each three-month anniversary of the date of grant thereafter. These restricted stock units vest over a 3 -year period; 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 August 2, 2017 (the "August Vested Restricted Stock Units"). The reporting person was granted 45,000 restricted stock units on August 2, 2016 of which one-twelfth of the total amount vested on August 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. The reporting person is reporting the withholding by Envestnet, Inc. of 1,144 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the vesting for tax purposes of the August Vested Restricted Stock Units to the reporting person on August 2, 2017. /s/ Shelly O'Brien, by power of attorney for Joshua D. Mayer 2017-08-04