Filing Details
- Accession Number:
- 0001209191-16-151184
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-11-18 16:03:10
- Reporting Period:
- 2016-11-16
- Filing Date:
- 2016-11-18
- Accepted Time:
- 2016-11-18 16:03:10
- 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 |
|---|---|---|---|---|---|---|---|
| 1586546 | A Shawn Jenkins | 100 Benefitfocus Way Charleston SC 29492 | Ceo | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2016-11-16 | 130,000 | $7.09 | 2,588,354 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2016-11-16 | 84,868 | $27.58 | 2,503,486 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Stock Option (Right to Buy) | Disposition | 2016-11-16 | 130,000 | $0.00 | 130,000 | $7.09 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 350,000 | 2017-02-20 | No | 4 | M | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Performance Restricted Stock Units | $0.00 | 2016-12-31 | 9,385 | 9,385 | Direct | |
| Common Stock | Performance Restricted Stock Units | $0.00 | 2017-12-31 | 40,000 | 40,000 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2016-12-31 | 9,385 | 9,385 | Direct |
| 2017-12-31 | 40,000 | 40,000 | Direct |
Footnotes
- This sale was effected to satisfy the reporting person's tax withholding obligation upon the exercise of stock options. This sale was executed in multiple trades at prices ranging from $27.50 to $27.85. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction were effected.
- This option is fully vested.
- Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share of Issuer common stock. A percentage of PRSUs will vest upon the achievement of annual revenue goals and non-GAAP net income (loss) goals during the period of January 1, 2016 through December 31, 2016. Vesting of the PRSUs will accelerate upon death or disability in an amount equal to the proportion of days in the performance period worked. Vesting of PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the performance period.
- Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share of Issuer common stock. PRSUs vest upon the achievement of adjusted EBITDA and compounded annual revenue growth rate goals during the period of January 1, 2015 through December 31, 2017. Vesting of the target level PRSUs will accelerate upon death or disability in an amount equal to the proportion of days in the performance period worked. Vesting of target PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the performance period.
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