-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OHQKvWtrjq2zBcNyv6NrNs6b1thQYPPWBil+MUQSg21AXboCnPVVf7jG/BTpxZLV cfIkWeAbtHz9ANYGmOCX5g== 0001181431-10-039027.txt : 20100728 0001181431-10-039027.hdr.sgml : 20100728 20100728213515 ACCESSION NUMBER: 0001181431-10-039027 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100728 FILED AS OF DATE: 20100728 DATE AS OF CHANGE: 20100728 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bergman Judson CENTRAL INDEX KEY: 0001497462 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34835 FILM NUMBER: 10975798 MAIL ADDRESS: STREET 1: 35 E. WACKER DRIVE STREET 2: SUITE 2400 CITY: CHICAGO STATE: IL ZIP: 60601 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 3 1 rrd282118.xml FORM 3 X0203 3 2010-07-28 0 0001337619 ENVESTNET, INC. ENV 0001497462 Bergman Judson 35 EAST WACKER DRIVE, SUITE 2400 CHICAGO IL 60601 1 1 0 0 Chairman, CEO Common Stock 266000 D Series A Preferred Stock Common Stock 27680 D Employee Stock Option (right to buy) 5.00 2015-11-14 Common Stock 170000 D Employee Stock Option (right to buy) 7.50 2015-11-14 Common Stock 170000 D Employee Stock Option (right to buy) 7.50 2017-04-26 Common Stock 200000 D Employee Stock Option (right to buy) 7.50 2018-04-30 Common Stock 36000 D Employee Stock Option (right to buy) 7.15 2019-05-15 Common Stock 15000 D Common Stock 0.0935 Common Stock 333002 D Series A Convertible Redeemable Preferred Stock Common Stock 16342 D Series B Convertible Redeemable Preferred Stock Common Stock 30961 D Series C-1 Convertible Redeemable Preferred Stock Common Stock 9767 D Series C-2 Convertible Redeemable Preferred Stock Common Stock 9767 D The Series A Preferred Stock is convertible at any time, at the holder's option. Upon consummation of the issuer's initial public offering, the issuer's Series A Preferred Stock will automatically convert into the number of shares of the issuer's Common Stock indicated in Part II, Item 3 The option award is fully vested. The option award is fully vested. The option award is fully vested. 36,000 options were granted to the Reporting Person on 4/30/2008. Of such 36,000 options, 11,999.8 vested on 4/30/2009, 11,999.8 vested on 4/30/2010 and the remaining 12,000.4 will vest on 4/30/2011. 15,000 options were granted to the Reporting Person on 5/15/2009. Of such 15,000 options, 5,000 vested on 5/15/2010, 5,000 will vest on 5/15/2011 and the remaining 5,000 will vest on 5/15/2012. Represents an interest in the number of shares of the issuer's Common Stock indicated in Part II, Item 3 as a result of the Reporting Person's beneficial ownership of 334,006 shares of common stock of The EnvestNet Group, Inc. ("ENG"), the issuer's 40.9% shareholder. Upon the consummation of the issuer's initial public offering, ENG will merge with and into the issuer. Each share of ENG common stock will automatically convert into 0.0935 shares of the issuer's Common Stock upon the closing of the issuer's initial public offering. Represents preferred stock issued by ENG, the issuer's 40.9% shareholder. Upon the consummation of the issuer's initial public offering, ENG will merge with and into the issuer and each series of ENG's preferred stock will convert into shares of the issuer's Common Stock. The number of shares of the issuer's Common Stock indicated in Part II, Item 3 reflects conversion of the ENG convertible preferred stock beneficially owned by the Reporting Person upon the closing of the issuer's initial public offering. The convertible preferred stock is convertible at any time, at the holder's option, and has no stated expiration date. Upon consummation of the issuer's initial public offering, each series of ENG's preferred stock will automatically convert into shares of the issuer's Common Stock. /s/ Shelly O'Brien, by power of attorney for Judson Bergman 2010-07-28 EX-24. 2 rrd252780_285309.htm POWER OF ATTORNEY rrd252780_285309.html 
                                POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of Shelly O'Brien, Patrick Marr and Christine Damask, and with
full power of substitution, the undersigned's true and lawful attorney-in-fact
to:

        (1)     prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities and Exchange Commission
(the "SEC") a Form ID, including amendments thereto, and any other documents
necessary or appropriate to obtain codes and passwords enabling the undersigned
to make electronic filings with the SEC of reports required by Section 16(a) of
the Securities Exchange Act of 1934 (the "Exchange Act") or any rule or
regulation of the SEC;

        (2)     execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of Envestnet, Inc. (the
"Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange
Act and the rules thereunder;

        (3)     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and
timely file such form with the SEC and any stock exchange or similar authority;
and

        (4)     take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 22 day of July , 2010.

                                        /s/ Judson Bergman
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                                        Signature

                                            Judson Bergman
                                        ---------------------------------------
                                        Print Name
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