Wolfe Lauren Taylor's Form 4/A amendment
AmendedEnvestnet, Inc. (ENV) · filed Mar 15, 2024
- Accession no.
- 0000921895-24-000658
- Filed
- Mar 15, 2024, 12:13 PM ET
- Trade date
- Feb 29, 2024
- Filing delay
- 15 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Mar 8, 2024
This filing lists 1 non-derivative transaction. It carries over 2 transactions from the original filing that it did not restate. Open-market purchases total $1.63M. It was filed 15 days after the trade.
This amendment restates part of 0000921895-24-000622 (filed Mar 8, 2024). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Wolfe Lauren TaylorCIK 0001699118 | Director |
| Impactive Capital LLCCIK 0001786731 | Director |
| Impactive Capital LPCIK 0001786767 | Director |
| Asmar ChristianCIK 0001787532 | Director |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Feb 29, 2024 | Common Stock | AGrant or awardAcquired | +3,472 | $0.00 | $0 | 4,156,039 | Indirect |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0000921895-24-000622 (filed Mar 8, 2024).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Mar 6, 2024 | Common Stock | PPurchaseAcquired | +9,401 | $51.19 | +$481,237.19 | 4,161,968 | Indirect | |
| Mar 7, 2024 | Common Stock | PPurchaseAcquired | +21,761 | $52.62 | +$1,145,063.82 | 4,183,729 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
This Form 4 is filed jointly by Impactive Capital LP ("Impactive Capital"), Impactive Capital LLC ("Impactive GP"), Christian Asmar and Lauren Taylor Wolfe (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of her, his or its pecuniary interest therein.
- F2
The securities of Envestnet, Inc. (the "Issuer") reported herein are held directly by certain funds and/or accounts (the "Impactive Funds"). Pursuant to an Investment Management Agreement, the Impactive Funds have delegated all voting and investment power over the securities directly held by the Impactive Funds and their general partners to Impactive Capital, which serves as the investment manager of the Impactive Funds. Impactive GP, as the general partner of Impactive Capital, and each of Mr. Asmar and Ms. Taylor Wolfe, as Managing Members of Impactive GP, may be deemed to exercise voting and investment power over such securities. The Impactive Funds specifically disclaim beneficial ownership of such securities by virtue of their inability to vote or dispose of such securities as a result of such delegation to Impactive Capital.
- F3
Because Ms. Taylor Wolfe serves on the board of directors (the "Board") as a representative of Impactive Capital and its affiliates, Impactive Capital is entitled to receive the direct economic interest in securities granted to Ms. Taylor Wolfe by the Issuer in respect of Ms. Taylor Wolfe's Board position. Ms. Taylor Wolfe disclaims beneficial ownership of the Issuer's securities to which this report relates and at no time has Ms. Taylor Wolfe had any economic interest in such securities except any indirect economic interest through Impactive Capital and its affiliates.
- F4
This amendment is being filed to report the grant of restricted stock units ("RSUs") to Ms. Taylor Wolfe on February 29, 2024 and correct the amount of securities beneficially owned by the Reporting Persons reported in the Form 4 filed by the Reporting Persons on March 8, 2024. As of the date of this amendment, the Reporting Persons beneficially own 4,187,201 shares of common stock.
- F5
Represents RSUs that vest on the first anniversary of the date of the grant. These RSUs convert into common stock on a one-for-one basis.
- F6
Includes the 3,472 shares underlying RSUs reported in this filing, as further described in footnote 5 and 1,534 shares underlying RSUs, one quarter of which vested on the grant date of April 18, 2023, with an additional one quarter vesting thereafter on each anniversary of such grant date for 3 years. The RSUs convert into common stock on a one-for-one basis.
Remarks
Lauren Taylor Wolfe, Managing Member of Impactive Capital LLC, the general partner of Impactive Capital LP, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed directors by deputization by virtue of their representation on the Board of Directors of the Issuer.