SEC Form 4 · accession 0001209191-15-059582
Benefitfocus,Inc. · BNFT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Donald R Taylor Jr.
Officer — Chief Technology Officer
Period of report
Jul 1, 2015
Accepted (ET)
Jul 6, 2015 · 4:54 pm EDT
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 | Jul 1, 2015 | M | 12,241 | $3.80 | A | 100,065 | D | |
| Common StockF2 | Jul 1, 2015 | S | 1,500 | $39.85 | D | 98,565 | D | |
| Common StockF3 | Jul 1, 2015 | S | 5,955 | $40.82 | D | 92,610 | D | |
| Common StockF4 | Jul 1, 2015 | S | 2,339 | $41.60 | D | 90,271 | D | |
| Common StockF5 | Jul 1, 2015 | S | 2,147 | $42.75 | D | 88,124 | D | |
| Common StockF6 | Jul 1, 2015 | S | 300 | $43.50 | D | 87,824 | 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)F7 | $3.80 | Jul 1, 2015 | M | 12,241 | D | — | Jun 30, 2019 | Common Stock | 12,241 | 0 | D |
| Stock Option (Right to Buy)F8 | $5.38 | holding | — | — | — | — | Jun 30, 2020 | Common Stock | 19,644 | 19,644 | D |
| Stock Option (Right to Buy)F9 | $10.30 | holding | — | — | — | — | Oct 1, 2022 | Common Stock | 7,000 | 7,000 | D |
| Stock Option (Right to Buy)F10 | $13.53 | holding | — | — | — | — | May 7, 2023 | Common Stock | 5,000 | 5,000 | D |
Explanation of responses
- F1This exercise and sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 12, 2015 and effective on June 1, 2015.
- F10This 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.
- F2This transaction was executed in multiple trades at prices ranging from $39.22 to $40.21. 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 transaction was executed in multiple trades at prices ranging from $40.22 to $41.13. 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.
- F4This transaction was executed in multiple trades at prices ranging from $41.27 to $42.21. 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.
- F5This transaction was executed in multiple trades at prices ranging from $42.27 to $43.21. 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.
- F6This transaction was executed in multiple trades at prices ranging from $43.32 to $43.74. 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.
- F7This option is fully vested.
- F8This option was granted on July 1, 2010 and vested 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.
- F9This 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.