0001213900-24-102145.txt : 20241125 0001213900-24-102145.hdr.sgml : 20241125 20241125160504 ACCESSION NUMBER: 0001213900-24-102145 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20241125 FILED AS OF DATE: 20241125 DATE AS OF CHANGE: 20241125 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cooper Barry D. CENTRAL INDEX KEY: 0001740264 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34835 FILM NUMBER: 241495858 MAIL ADDRESS: STREET 1: 35 E. WACKER DRIVE, STE 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] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 201409613 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1000 CHESTERBROOK BOULEVARD STREET 2: SUITE 250 CITY: BERWYN STATE: PA ZIP: 19312 BUSINESS PHONE: 312-827-2800 MAIL ADDRESS: STREET 1: 1000 CHESTERBROOK BOULEVARD STREET 2: SUITE 250 CITY: BERWYN STATE: PA ZIP: 19312 FORMER COMPANY: FORMER CONFORMED NAME: ENVESTNET ASSET MANAGEMENT GROUP INC DATE OF NAME CHANGE: 20050831 4 1 ownership.xml X0508 4 2024-11-25 1 0001337619 ENVESTNET, INC. ENV 0001740264 Cooper Barry D. 1000 CHESTERBROOK BOULEVARD, SUITE 250 BERWYN PA 19312 0 1 0 0 SVP, Head of Accounting Mgmt. 0 Common Stock 2024-11-25 4 D 0 34424 63.15 D 0 D Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated July 11, 2024, by and among the Issuer, BCPE Pequod Merger Sub, Inc. ("Merger Sub") and BCPE Pequod Buyer, Inc. ("Parent"), Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of Parent, and at the time of the Merger (the "Effective Time") each issued and outstanding share of the Issuer's Common Stock, par value $0.005 per share (the "Common Stock") owned by the reporting person was cancelled and converted into the right to receive $63.15 per share in cash without interest (the "Per Share Price"). Includes restricted share units not subject to performance-based requirements ("RSUs"). Pursuant to the Merger Agreement, each RSU was, at the Effective Time, cancelled and converted into a right to receive (i) to the extent vested as of immediately prior to the Effective Time, a cash payment equal to (a) the Per Share Price multiplied by (b) the total number of shares of Common Stock subject to such RSU as of immediately prior to the Effective Time, and (ii) to the extent unvested as of immediately prior to the Effective Time, an amount in cash equal to the (x) the Per Share Price, multiplied by (y) the total number of shares of Common Stock subject to such RSU as of immediately prior to the Effective Time. /s/ Shelly O'Brien, by Power-of-Attorney for Barry D. Cooper 2024-11-25