8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 22, 2014

____________________

ELLIE MAE, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-35140 (Commission File Number) 94-3288780 (IRS Employer Identification Number)

4155 Hopyard Road, Suite 200

Pleasanton, California 94588

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (925) 227-7000

____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officer.

On August 22, 2014, the Board of Directors (the “Board”) of Ellie Mae, Inc. (the “Company”) appointed Marina Levinson to the Board to serve as a Class II director of the Company, filling a new vacancy, until the Company’s 2016 Annual Meeting of Stockholders, effective immediately. Ms. Levinson was also elected to serve on the audit committee of the Board (the “Audit Committee”).

Consistent with the Company’s compensation policy for non-employee directors, Ms. Levinson will receive the following:

• An initial grant of 8,585 Restricted Stock Units (the “Initial Grant”), which will vest in equal annual installments over three years, subject to continued service on the Company’s Board. The Initial Grant will fully vest upon a change in control of the Company.

• Cash payments in the aggregate amount of $41,000 per annum, consisting of $32,000 for service on the Board and $9,000 for service on the Audit Committee. Such payments shall be paid quarterly in arrears, and Ms. Levinson will receive a pro-rated amount for her service for the remainder of 2014.

The Company intends to enter into its standard form of indemnification agreement with Ms. Levinson.

A copy of the press release announcing the appointment of Ms. Levinson as a member of the Board and Audit Committee is filed as Exhibit 99.1 to this Current Report.

Item 9.01    Financial Statements and Exhibits

(d)    Exhibits.

Reference is made to the Exhibit Index attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date : August 26, 2014 ELLIE MAE, INC.

By: /s/ Edgar A. Luce    

Name: Edgar A. Luce

Title: EVP and Chief Financial Officer

INDEX TO EXHIBITS

Exhibit No.Description

99.1 Press release dated August 26, 2014.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

ELLIE MAE APPOINTS MARINA LEVINSON TO BOARD OF DIRECTORS

Former CIO of NetApp and Palm Joins Board of Mortgage Software Leader

PLEASANTON, Calif. - August 26, 2014 - Ellie Mae^® (NYSE: ELLI), a leading provider of innovative on-demand software solutions and services for the residential mortgage industry, today announced that Marina Levinson has been appointed to the Ellie Mae Board of Directors. Ms. Levinson brings more than 25 years of corporate leadership experience to Ellie Mae’s Board, having led all aspects of enterprise information technology and business process transformation during her career.

Ms. Levinson is currently the founder and chief executive officer of CIO Advisory Group, LLC which provides technology advice to chief executive officers, private equity firms, venture capitalists and startups. Ms. Levinson is also a partner in an early-stage venture capital firm, Benhamou Global Ventures. Her expertise includes cloud computing, Software-as-a-Service (SaaS), mobile and data analytics.

Prior to founding CIO Advisory Group, she held global CIO roles with NetApp, Inc. and Palm, Inc. Ms. Levinson began working with Ellie Mae in 2012 as the chair of the Ellie Mae Technology Advisory Board.

“Ellie Mae is a leader in developing innovative, cloud-based solutions for the mortgage industry that are transforming and streamlining the entire mortgage process,” says Levinson. “I’m looking forward to contributing to Ellie Mae’s business and technical strategy as a member of the Board.”

“Marina has made significant contributions to Ellie Mae’s technical evolution over the past two years as the chair of our Technology Advisory Board,” said Sig Anderman, chairman, CEO and founder of Ellie Mae. “I am looking forward to continuing to work with her as a member of our Board of Directors.”

About Ellie Mae

Ellie Mae (NYSE:ELLI) is a leading provider of innovative on-demand software solutions and services for the residential mortgage industry. Ellie Mae’s all-in-one Encompass® mortgage management solution provides one system of record that allows banks, credit unions and mortgage lenders to originate and fund mortgages and improve compliance, loan quality and efficiency.  Visit EllieMae.com or call 877.355.4362 to learn more.

©2014 Ellie Mae, Inc. Ellie Mae^®, Encompass^®, DataTrac^®, Ellie Mae Network™Total Quality Loan™, TQL™ and the Ellie Mae logoare registered trademarks or trademarks of Ellie Mae, Inc. or its subsidiaries. All rights reserved. Other company and product names may be trademarks or copyrights of theirrespective owners.

Exhibit 99.1

PRESS CONTACT

Susan Chenoweth Scarth

Ellie Mae, Inc.

(925) 227-7048

susan.scarth@elliemae.com

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