SEC Form 4 · accession 0001333493-19-000012
eHealth, Inc. · EHTH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott N Flanders
Officer — Chief Executive Officer · Director
Period of report
Mar 7, 2019
Accepted (ET)
Mar 8, 2019 · 4:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001333493
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Mar 7, 2019 | M | 50,000 | $0.00 | A | 765,866 | D | |
| Common Stock | holding | — | — | — | 3,000 | I | UTMA Accounts For Grandchildren |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF3 | $0.00 | Mar 7, 2019 | M | 50,000 | D | — | Jun 3, 2020 | Common Stock | 50,000 | 0 | D |
Explanation of responses
- F1This represents the achievement of a stock price threshold under a performance restricted stock unit granted on 6/3/2016. Each unit represents a contingent right to receive one share of the company's common stock upon vesting. The shares are scheduled to vest on December 28, 2019, subject to the individual continuing to provide services to the company though the vesting date.
- F2Total amount of shares beneficially owned includes shares deferred upon vesting of certain restricted stock units. The deferred shares will be settled in accordance with the terms of the deferral election.
- F3The performance-based restricted stock units will be eligible to vest during a four-year performance period following the award's grant date based on the company's stock price trading at certain pre-determined price thresholds. Once a price threshold is achieved, the portion of the award related to that threshold will vest one year later, subject to the individual continuing to provide services to eHealth through the applicable vesting date. Any shares underlying the performance-based restricted stcok units that vest will be settled persuant to the terms of a deferral election.