SEC Form 4 · accession 0001140361-16-069457
Health Insurance Innovations, Inc. · HIIQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patrick McNamee
Officer — CEO and President · Director
Period of report
Jun 8, 2016
Accepted (ET)
Jun 10, 2016 · 4:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001561387
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | holding | — | — | — | 25,000 | I | As Trustee - Patrick R. McNamee Trust U/A Dated 2/13/09 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF4 | $7.02 | Jun 8, 2016 | A | 172,090 | A | — | Jun 8, 2023 | Class A Common Stock | 172,090 | 172,090 | D |
| Stock Appreciation RightsF1 | $4.33 | holding | — | — | — | — | Nov 9, 2020 | Class A Common Stock | 425,000 | 425,000 | D |
| Stock Appreciation RightsF2 | $6.77 | holding | — | — | — | — | May 25, 2021 | Class A Common Stock | 125,000 | 125,000 | D |
| Stock Appreciation RightsF3 | $4.72 | holding | — | — | — | — | Jun 8, 2022 | Class A Common Stock | 300,000 | 300,000 | D |
Explanation of responses
- F1These stock-settled stock appreciation rights were previously granted under the Issuer's Long-Term Incentive Plan ("Plan") and vest as follows: (i) 125,000 on the first date on which the average trading price of the Company's Class A common stock is at or above $8.00 per share for the preceding 30 consecutive trading days, (ii) 250,000 on the first date on which the average trading price of the Company's Class A common stock is at or above $12.00 per share for the preceding 30 consecutive trading days and (iii) 50,000 on the first date on which the average trading price of the Company's Class A common stock is at or above $16.00 per share for the preceding 30 consecutive trading days, all subject to the terms of the Plan and an award agreement under the Plan.
- F2These stock-settled stock appreciation rights were granted under the Plan and will vest on the first date on which the average trading price of the Company's Class A common stock is at or above $16.00 per share for the preceding 30 consecutive trading days, subject to the terms of the Plan and an award agreement under the Plan.
- F3These stock-settled stock appreciation rights were previously granted under the Plan and are scheduled to vest in increments as follows: 25% on June 8, 2016; 25% on June 8, 2017; and 50% on June 8, 2018, subject to the terms of the Plan and an award agreement under the Plan.
- F4These stock-settled stock appreciation rights were granted under the Plan pursuant to the reporting person's employment agreement and are scheduled to vest in increments as follows: 25% on June 8, 2017, 25% on June 8, 2018, and 50% on June 19, 2019.