Sec Form 4 Filing - DeCosmo Joe @ Enova International, Inc. - 2017-02-17

Insider filing report for Changes in Beneficial Ownership
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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
DeCosmo Joe
2. Issuer Name and Ticker or Trading Symbol
Enova International, Inc. [ ENVA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP - Chief Analytics Officer
(Last) (First) (Middle)
C/O ENOVA INTERNATIONAL, INC., 175 W. JACKSON BOULEVARD, SUITE 1000
3. Date of Earliest Transaction (MM/DD/YY)
02/17/2017
(Street)
CHICAGO, IL60604
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, par value $0.00001 per share 02/17/2017 A 12,636 ( 1 ) A $ 0 49,497 ( 2 ) ( 3 ) ( 4 ) 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
Stock option (right to buy) with limited SAR ( 5 ) ( 6 ) $ 14.8 02/17/2017 A 28,332 ( 7 ) 02/17/2024 Common stock, par value $0.00001 per share 28,332 $ 0 115,151 ( 8 ) ( 9 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DeCosmo Joe
C/O ENOVA INTERNATIONAL, INC.
175 W. JACKSON BOULEVARD, SUITE 1000
CHICAGO, IL60604
VP - Chief Analytics Officer
Signatures
/s/ Lisa M. Young, attorney-in-fact 03/03/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects a grant of Restricted Stock Units ("RSUs") that shall vest in substantially equal one-fourth increments on each of the following dats as long as grantee serves as an employee of Enova International, Inc. ("Issuer") or an affiliate through the applibable vesting date: February 17, 2018, February 17, 2019, February 17, 2020, and February 17, 2021.
( 2 )Includes a grant of RSUs that have vested or shall vest in substantially equal one-fourth increments on each of the following dates as long as grantee serves as an employee of Issuer or an affiliate thereof through the applicable vesting date: December 13, 2015, December 13, 2016, December 13, 2017 and December 13, 2018.
( 3 )Includes a grant of RSUs that have vested or shall vest in substantially equal one-third increments on each of the following dates as long as grantee serves as an employee of Issuer or an affiliate thereof through the applicable vesting date: February 23, 2017, February 23, 2018 and February 23, 2019.
( 4 )On February 27, 2017, the reporting person filed a Form 4 in connection with the vesting of restricted stock on February 23, 2017. As the current granting event reflected in this Form 4 precedes the event reflected in the Form 4 filed February 27, 2017, the total amount of shares beneficially owned by the reporting person reported on the Form 4 filed February 27, 2017 was inadvertently miscalculated.
( 5 )The limited stock appreciation right ("SAR") and employee stock option were granted in tandem. Accordingly, the exercise of one results in the expiration of the other. The SAR may be exercised only during the period beginning on the first day following the date that a "Change in Control" of Issuer occurs (as defined in the related grant agreement) and ending on the thirtieth day following such date. Upon exercise, the grantee shall be able to receive an amount equal to the product computed by multiplying (i) the excess of the "Offer Value Per Share" over the exercise price of the underlying option by (ii) the number of shares with respect to which the SAR is being exercised; provided, that such amount shall only be payable in the event an "Offer" is made.
( 6 )The "Offer Value Per Share" means the average selling price of Issuer's common stock during the period of 30 days ending on the date on which the SAR is exercised. "Offer" means any tender offer or exchange offer for outstanding shares of Enova representing at least 30% of the total voting power of the stock of Enova, or an offer to purchase assets from Enova that have a total gross fair market value equal to or more than 40% of the total gross fair market value of all of the assets of Enova, other than an offer made by Enova.
( 7 )The options shall vest in substantially equal one-third increments on each of the following dates as long as grantee serves as an employee of Issuer or an affiliate thereof through the applicable vesting date: February 17, 2018, February 17, 2019, and February 17, 2020.
( 8 )Includes a grant of options that have vested or shall vest in substantially equal one-third increments on each of the following dates as long as grantee serves as an employee of Issuer or an affiliate thereof through the applicable vesting date: December 13, 2016, December 13, 2017, and December 13, 2018.
( 9 )Includes a grant of options that have vested or shall vest in substantially equal one-third increments on each of the following dates as long as grantee serves as an employee of Issuer or an affiliate thereof through the applicable vesting date: February 23, 2017, February 23, 2018 and February 23, 2019.

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).
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