Management Change/Compensation - Form 8-K

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

As previously reported by Envestnet, Inc. ("Envestnet"), William Crager, Envestnet's chief executive officer will step down as chief executive officer of Envestnet and each of its subsidiaries on March 31, 2024 and, promptly following Envestnet's 2024 Annual Meeting, Mr. Crager will step down as a member of Envestnet's Board.

Mr. Crager has agreed that beginning April 2024, he will continue with Envestnet as a Senior Advisor, focusing on client and partner relationships. On March 26, 2024, Mr. Crager, Envestnet and Envestnet Financial technologies, Inc. entered into an employment agreement (the "Employment Agreement").

The Employment Agreement has a one year term beginning April 1, 2024, provided that the Employment Agreement may be extended by the mutual written consent of all the parties. Mr. Crager will serve as a Senior Advisor to Envestnet's interim Chief Executive Officer (or Chairman of the Board).

Pursuant to the Employment Agreement, Mr. Crager will receive an annual base salary of $650,000 per year. Mr. Crager will also be eligible for up to five performance bonuses, each in an amount of $100,000, if Mr. Crager is able to meet specified client expansion targets.

Subject to the signing of a release and compliance with the terms of the Employment Agreement, in the event of a termination of Mr. Crager's employment without "cause" (as defined in the Employment Agreement), Mr. Crager will be entitled to, among other benefits, his base salary through the termination date and any earned but unpaid performance bonuses.

The foregoing description of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the Employment Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.