1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series A Preferred Stock
|
(1)
|
(1)
|
Common Stock
|
72,000
|
$
(1)
|
I
|
By The Tahoma Fund, LLC
(2)
|
Series B Convertible Redeemable Preferred Stock
(3)
|
(4)
|
(4)
|
Common Stock
|
774,030
|
$
(4)
|
I
|
By The Tahoma Fund, LLC
(2)
|
Series C-1 Convertible Redeemable Preferred Stock
(3)
|
(4)
|
(4)
|
Common Stock
|
146,836
|
$
(4)
|
I
|
By The Tahoma Fund, LLC
(2)
|
Series C-2 Convertible Redeemable Preferred Stock
(3)
|
(4)
|
(4)
|
Common Stock
|
146,836
|
$
(4)
|
I
|
By The Tahoma Fund, LLC
(2)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
The Series A 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 the issuer's preferred stock will automatically convert into the number of shares of the issuer's Common Stock indicated in Part II, Item 3. |
(2) |
Ross Chapin is a Managing Member of Orca Bay Partners, L.L.C., which is the Managing Member of The Tahoma Fund, L.L.C. Mr. Chapin shares voting and dispositive power over the shares held by The Tahoma Fund, L.L.C. with Mel Wheaton and Stanley McCammon. Messrs. Chapin, Wheaton and McCammon disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein. |
(3) |
Represents preferred stock issued by 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 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. |
(4) |
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 the issuer's preferred stock will automatically convert into the number of shares of the issuer's Common Stock indicated in Part II, Item 3. |