SEC Form 4 · accession 0001567619-18-000120
Health Insurance Innovations, Inc. · HIIQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruce Telkamp
Officer — CEO of HealthPocket, Inc.*
Period of report
Aug 6, 2018
Accepted (ET)
Aug 8, 2018 · 4:19 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 | Aug 6, 2018 | M | 4,000 | $12.13 | A | 36,174 | D | |
| Class A Common Stock | Aug 6, 2018 | M | 20,000 | $4.95 | A | 56,174 | D | |
| Class A Common StockF3 | Aug 6, 2018 | D | 3,373 | $43.75 | D | 52,801 | D | |
| Class A Common StockF4 | Aug 6, 2018 | S | 7,517 | $43.1951 | D | 45,284 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF1 | $12.13 | Aug 6, 2018 | M | 4,000 | D | — | Jul 14, 2021 | Class A Common Stock | 4,000 | 0 | D |
| Stock Appreciation RightsF2 | $4.95 | Aug 6, 2018 | M | 20,000 | D | — | Jul 1, 2022 | Class A Common Stock | 20,000 | 0 | D |
Explanation of responses
- F1These stock-settled stock appreciation rights were previously granted under the Issuer's Long Term Incentive Plan, as amended ("Plan"), and are scheduled to vest in increments of 20%, 20%, 20% and 40% on successive anniversary dates of the grant, subject to the terms of the Plan and an award agreement under the Plan.
- F2These stock-settled stock appreciation rights were previously granted under the Plan and are scheduled to vest in increments of 25%, 25%, and 50% on successive anniversary dates of the grant, subject to the terms of the Plan and an award agreement under the Plan.
- F3Shares retained by the issuer to satisfy the exercise price of stock appreciation rights exercised by the Reporting Person.
- F4The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $42.50 to $43.80, inclusive. The Reporting Person undertakes to provide Health Insurance Innovations Inc. (the "Company"), any security holder of the Company, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The shares were sold solely to satisfy the Reporting Person's tax liability associated with the vesting of the stock appreciation rights.
Remarks
* HealthPocket, Inc. is a subsidiary of Issuer.