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Filing Details

Accession Number:: 0000769993-14-000413
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-07-24 19:14:26
Reporting Period:: 2014-07-22

Filing Date:: 2014-07-24
Accepted Time:: 2014-07-24 19:14:26
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1576169	BenefitfocusInc.	BNFT	Services-Prepackaged Software (7372)	462346314

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1052579	P Joseph Disabato	C/O Goldman, Sachs &Amp; Co. 200 West Street New York NY 10282		No	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2014-07-22	2,854,560	$36.67	8,526,041	No	4	S	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnotes

Footnotes

The Reporting Person is a managing director of Goldman, Sachs & Co. ("Goldman Sachs"). Goldman Sachs is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Pursuant to an underwriting agreement, dated July 16, 2014 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of Common Stock, par value $0.001 per share (the "Common Stock"), of Benefitfocus, Inc., pursuant to the final prospectus dated July 16, 2014, which offering was consummated on July 22, 2014, certain limited partnerships (the "Limited Partnerships") sold an aggregate of 2,500,00 shares of Common Stock. On July 18, 2014, the underwriters exercised their option under the Underwriting Agreement to purchase additional shares of Common Stock from the Limited Partnerships. Pursuant to such option to purchase additional shares of Common Stock, the Limited Partnerships sold an aggregate of 354,560 additional shares of Common Stock.
Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 8,526,041 shares of Common Stock by reason of the direct beneficial ownership of such shares by the Limited Partnerships because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the Limited Partnerships. Goldman Sachs also had an open short position of 360 shares of Common Stock, reflecting a change due to an exempt transaction.