SEC Form 3 · accession 0000950103-15-001897
Benefitfocus,Inc. · BNFT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
MARSH & MCLENNAN COMPANIES, INC.
10% Owner
Period of report
Feb 24, 2015
Accepted (ET)
Mar 6, 2015 · 5:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001576169
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1 | holding | — | — | — | 2,817,526 | I | By Mercer LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF1 | $26.50 | holding | — | — | — | Feb 24, 2015 | Aug 24, 2017 | Common Stock | 580,813 | — | I |
Explanation of responses
- F1The shares of common stock, par value $0.001 per share ("Common Stock"), of Benefitfocus, Inc. (the "Company") and the warrant to purchase Common Stock (the "Warrant") described in this Initial Statement of Beneficial Ownership on Form 3 (this "Form 3") are directly held by Mercer LLC ("Mercer"). Mercer is a direct wholly owned subsidiary of Mercer Consulting Group, Inc. ("Mercer Consulting"). Mercer Consulting is a direct wholly owned subsidiary of Marsh & McLennan Companies, Inc. ("MMC"). Therefore, MMC and Mercer Consulting may be deemed to beneficially own the Common Stock and Warrant described herein. Each of MMC, Mercer Consulting and Mercer disclaims beneficial ownership of the Common Stock and Warrant described herein except to the extent of its pecuniary interest therein.