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Filing Details

Accession Number:: 0001209191-18-047027
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-08-16 16:11:50
Reporting Period:: 2018-08-14

Accepted Time:: 2018-08-16 16:11:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1576169	BenefitfocusInc.	BNFT	Services-Prepackaged Software (7372)	462346314

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1713473	E Jonathon Dussault	100 Benefitfocus Way Charleston SC 29492	Chief Financial Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2018-08-14	4,045	$36.81	69,403	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Performance Restricted Stock Units	$0.00		2019-04-01	5,261	5,261	Direct
Common Stock	Performance Restricted Stock Units	$0.00		2022-04-01	26,084	26,084	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2019-04-01	5,261	5,261	Direct
2022-04-01	26,084	26,084	Direct

Footnotes

The sale was effected to satisfy the reporting person's tax withholding obligation upon the vesting of restricted stock units granted August 14, 2017. The sale was executed in multiple trades at prices ranging from $36.65 to $36.90. 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 transaction were effected.
Each performance restricted stock unit ("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 an annual revenue goal, an adjusted EBITDA goal, and a net new bookings goal, during the period of January 1, 2018 through December 31, 2018. 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.
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 annual recurring revenue bookings percentage growth goals during the period of January 1, 2018 through December 31, 2018, such vesting to occur in four equal annual installments beginning on April 1, 2019, if the performance metrics are met. 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 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.