4//SEC Filing
Swad Stephen M 4
Accession 0001209191-21-025266
CIK 0001576169other
Filed
Apr 4, 8:00 PM ET
Accepted
Apr 5, 5:22 PM ET
Size
24.7 KB
Accession
0001209191-21-025266
Insider Transaction Report
Form 4
Swad Stephen M
Director
Transactions
- Disposition to Issuer
Performance Restricted Stock Units
2021-04-01−1,594→ 0 totalExp: 2021-05-01→ Common Stock (1,594 underlying) - Award
Performance Restricted Stock Units
2021-04-01+16,827→ 16,827 totalExp: 2022-04-01→ Common Stock (16,827 underlying) - Award
Common Stock
2021-04-01+92,549→ 399,886 total - Exercise/Conversion
Common Stock
2021-04-01+14,337→ 256,676 total - Disposition to Issuer
Performance Restricted Stock Units
2021-04-01−33,777→ 0 totalExp: 2023-05-01→ Common Stock (33,777 underlying) - Award
Performance Restricted Stock Units
2021-04-01+138,823→ 138,823 totalExp: 2025-04-01→ Common Stock (138,823 underlying) - Exercise/Conversion
Common Stock
2021-04-01+50,661→ 307,337 total - Exercise/Conversion
Performance Restricted Stock Units
2021-04-01+14,337→ 1,594 totalExp: 2021-05-01→ Common Stock (14,337 underlying) - Exercise/Conversion
Performance Restricted Stock Units
2021-04-01+50,661→ 33,777 totalExp: 2023-05-01→ Common Stock (50,661 underlying)
Holdings
- 33,340(indirect: By Trust)
Common Stock
Footnotes (7)
- [F1]Shares earned upon the vesting of a percentage of the performance restricted stock units ("PRSUs") granted to the Reporting Person on May 1, 2020. Each PRSU represented a contingent right to receive one share of Issuer common stock upon the Issuer's achievement of an annual revenue goal and an adjusted EBITDA goal, during the period of January 1, 2020 through December 31, 2020.
- [F2]Shares earned upon the vesting of a percentage of the PRSUs granted to the Reporting Person on May 1, 2020. Each PRSU represented a contingent right to receive one share of Issuer common stock upon the Issuer's achievement of software service revenue and adjusted EBITDA goals, during the period of January 1, 2020 through December 31, 2020. The shares will vest in three equal annual installments beginning on May 1, 2021.
- [F3]Represents restricted stock units which vest in four equal annual installments beginning on April 1, 2022, subject to continued employment.
- [F4]The reporting person and his wife are trustees and beneficiaries of the Stephen M. Swad Revocable Living Trust. The reporting person shares voting and investment control over these shares.
- [F5]Represents the portion of PRSUs that were forfeited to the Issuer after determining the percentage of PRSUs that vested.
- [F6]Each PRSU represents a contingent right to receive one share of Issuer common stock. The maximum number of PRSUs is presented in the table. A percentage of the PRSUs will vest upon the achievement of a revenue goal, an adjusted EBITDA goal, and a software revenue retention goal, during the period of January 1, 2021 through December 31, 2021. Vesting of the target level PRSUs will accelerate upon death or disability during the performance period in an amount equal to the proportion of days in the performance period worked. Vesting of the target PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the performance period.
- [F7]Each PRSU represents a contingent right to receive one share of Issuer common stock. The maximum number of PRSUs is presented in the table. The PRSUs will vest upon the achievement of a Rule of 40 goal and an annual recurring revenue subscription bookings growth goal, during the period of January 1, 2021 through December 31, 2021, such vesting to occur in four equal annual installments beginning on April 1, 2022, if the performance metrics are met. Vesting of 25% of target level PRSUs will accelerate upon death or disability during the performance period in an amount equal to the proportion of days in the performance period worked. Vesting will also accelerate as to the next tranche of vesting units in the event of death or disability after the performance period. Vesting of the target PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the performance period.
Documents
Issuer
Benefitfocus, Inc.
CIK 0001576169
Entity typeother
Related Parties
1- filerCIK 0001397915
Filing Metadata
- Form type
- 4
- Filed
- Apr 4, 8:00 PM ET
- Accepted
- Apr 5, 5:22 PM ET
- Size
- 24.7 KB