SEC Form 4 · accession 0001567619-19-002399
Health Insurance Innovations, Inc. · HIIQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael D Hershberger
Officer — CFO, Secretary and Treasurer
Period of report
Feb 1, 2019
Accepted (ET)
Feb 5, 2019 · 5:34 pm EST
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 StockF1 | Feb 1, 2019 | S | 3,850 | $40.0184 | D | 85,329 | D | |
| Class A Common StockF2 | Feb 4, 2019 | S | 40,389 | $40.3093 | D | 44,940 | D | |
| Class A Common StockF3 | Feb 5, 2019 | S | 4,687 | $40.0274 | D | 40,253 | 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 RightsF4 | $10.45 | holding | — | — | — | — | May 21, 2021 | Common Stock | 10,000 | 10,000 | D |
| Stock Appreciation RightsF5 | $4.95 | holding | — | — | — | — | Jul 1, 2022 | Common Stock | 15,000 | 15,000 | D |
| Stock Appreciation RightsF5 | $4.99 | holding | — | — | — | — | Sep 16, 2022 | Common Stock | 22,500 | 22,500 | D |
| Stock Appreciation RightsF5 | $5.20 | holding | — | — | — | — | Sep 16, 2023 | Common Stock | 40,972 | 40,972 | D |
Explanation of responses
- F1Sales made pursuant to a 10b5-1 plan previously adopted by the Reporting Person. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $40.00 to $40.22, 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.
- F2Sales made pursuant to a 10b5-1 plan previously adopted by the Reporting Person. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $40.00 to $41.58, 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.
- F3Sales made pursuant to a 10b5-1 plan previously adopted by the Reporting Person. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $40.00 to $40.08, 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.
- F4These stock-settled stock appreciation rights were granted under the long Term Incentive Plan of Health Insurance Innovations, Inc. (the "Plan") and vest 20% on the first three anniversaries of grant date and 40% on the fourth anniversary, subject to the terms of the Plan and an award agreement under the Plan.
- F5These stock-settled stock appreciation rights were granted under the Plan and vest 25% on the first and second anniversaries of grant date and 50% on the third anniversary, subject to the terms of the Plan and an award agreement under the Plan.