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Washington, D.C. 20549






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 17, 2020




(Exact name of registrant as specified in its charter)




Delaware   001-34835   20-1409613

(State or other




File Number)


(I.R.S. Employer of Incorporation

Identification No.)


35 East Wacker Drive, Suite 2400

Chicago, Illinois

(Address of principal executive offices)   (Zip Code)

(312) 827-2800

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)



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 ( see General Instruction A.2. below):


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


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


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


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

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of exchange

on which registered

Common Stock, par value $0.005 per share   ENV   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 8.01

Other Events.

On August 17, 2020, Envestnet, Inc. (the “Company”) issued a press release announcing that it had priced an offering of $450 million aggregate principal amount of 0.75% convertible notes due 2025 (the “Notes”) pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The Company also granted the initial purchasers of the Notes an option to purchase up to an additional $67.5 million aggregate principal amount of Notes.

As required by Rule 135c under the Securities Act, a copy of the press release is filed herewith as Exhibit 99.1.


Item 9.01.

Financial Statements and Exhibits.

(d)        Exhibits.






99.1    Press Release, dated August 17, 2020, Announcing the Pricing of the Offering of the Notes.
104    Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document




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



/s/ Shelly O’Brien

Name:   Shelly O’Brien
Title:   Chief Legal Officer, General Counsel and Corporate Secretary

Date: August 18, 2020