SEC Form 4 · accession 0001209191-15-019147
Benefitfocus,Inc. · BNFT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew L Howell
Officer — Chief Commercial Officer
Period of report
Feb 25, 2015
Accepted (ET)
Feb 26, 2015 · 5:08 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 StockF2 | Feb 25, 2015 | S | 10,000 | $35.99 | D | 192,657 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3 | $3.80 | holding | — | — | — | — | Jun 30, 2019 | Common Stock | 3,098 | 3,098 | D |
| Stock Option (Right to Buy)F4 | $5.38 | holding | — | — | — | — | Jun 30, 2020 | Common Stock | 17,871 | 17,871 | D |
| Stock Option (Right to Buy)F5 | $10.30 | holding | — | — | — | — | Sep 30, 2022 | Common Stock | 22,667 | 22,667 | D |
| Stock Option (Right to Buy)F6 | $13.53 | holding | — | — | — | — | May 7, 2023 | Common Stock | 51,461 | 51,461 | D |
Explanation of responses
- F1This sale was effected pursuant to a Rule 10b5-1 trading plan executed by the reporting person on May 19, 2014 and effective on May 20, 2014 and amended on December 2, 2014.
- F2This transaction was executed in multiple trades at prices ranging from $35.59 to $36.55. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.
- F3This option is fully vested.
- F4This option was granted on July 1, 2010 and vests over a four-year period with one-fourth (1/4) of the option granted vesting on July 1, 2011, the first anniversary of the vesting commencement date, and the balance of the option granted vesting ratably on a monthly basis over the following 36 months.
- F5This option was granted on October 1, 2012 and vests over a four-year period with one-fourth (1/4) of the option granted vesting on October 1, 2013, the first anniversary of the vesting commencement date, and the balance of the option granted vesting ratably on a monthly basis over the following 36 months.
- F6This option was granted on May 8, 2013 and vests over a four-year period with one-fourth (1/4) of the option granted vesting on May 8, 2014, the first anniversary of the vesting commencement date, and the balance of the option granted vesting ratably on a monthly basis over the following 36 months.