Sec Form 4 Filing - SPENCER JEB S. @ ELLIE MAE INC - 2014-09-12

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SPENCER JEB S. 2. Issuer Name and Ticker or Trading Symbol ELLIE MAE INC [ ELLI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ELLIE MAE, INC., 4155 HOPYARD ROAD, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 09/12/2014 (Street) PLEASANTON, CA94588 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 09/12/2014 M 2,650 A $ 15.34 2,650 D Common Stock 09/12/2014 S 2,650 D $ 33.8 0 D Common Stock 09/15/2014 P 957 A $ 33.8 957 D Common Stock 09/15/2014 P 48 A $ 33.785 ( 1 ) 1,005 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Non-Qualified Stock Option (right to buy) $ 15.34 09/12/2014 M 2,650 ( 2 ) 05/15/2022 Common Stock 2,650 ( 3 ) 9,350 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SPENCER JEB S. C/O ELLIE MAE, INC. 4155 HOPYARD ROAD, SUITE 200 PLEASANTON, CA94588 X Signatures /s/ Jeb S. Spencer 09/16/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person's purchase of 48 shares of Ellie Mae's common stock on September 15, 2014 at a price of $33.785 per share reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934 with the reporting person's sale of shares of Ellie Mae common stock at a price of $33.80 per share on September 12, 2014 reported herein to the extent of 48 shares. The reporting person has agreed to pay to Ellie Mae, upon settlement of the purchase, $.72, representing the full amount of the profit realized in connection with the short-swing transaction. ( 2 )Option vests with respect to 1/12th of the shares on each monthly anniversary of the date of grant of option, such that the option will be fully vested and exercisable on May 15, 2013. ( 3 )The reported transaction is a grant of a derivative security, in which we have left column 8 blank, and have reported the exercise or conversion price of the derivative security in column 2.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(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).

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