SEC Form 4 · accession 0001209191-16-111701

Benefitfocus,Inc. · BNFT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Executive Chairman of the Bd. · Director · 10% Owner

Period of report

Mar 30, 2016

Accepted (ET)

Apr 1, 2016 · 5:02 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001576169

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—	—	2,537,326	I	By Holland Family Trust
Common Stock	holding	—	—	—	13,190	D
Common Stock	holding	—	—	—	5	I	As custodian for minor son

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Performance Restricted Stock Units^F2	—	Mar 30, 2016	A	4,693	A	—	Dec 31, 2016	Common Stock	4,693	4,693	D
Stock Option (Right to Buy)^F3	$7.09	holding	—	—	—	—	Feb 20, 2017	Common Stock	257,688	257,688	D

F1These shares are held in a living trust for the benefit of the reporting person and his spouse. The reporting person shares voting and investment control over these shares.
F2Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share of Issuer common stock. A percentage of PRSUs will vest upon the achievement of annual revenue goals and non-GAAP net income (loss) goals during the period of January 1, 2016 through December 31, 2016. Vesting of the PRSUs will accelerate upon death or disability in an amount equal to the proportion of days in the performance period worked. Vesting of PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the performance period.
F3This option is fully vested.