Alpana Wegner - 24 Jan 2023 Form 4 Insider Report for Benefitfocus, Inc.

Reporting relationship: Chief Financial Officer
Issuer ticker: N/A
Reported as of: 24 Jan 2023
Net transaction value: -$20,984
SEC form: 4
Accepted by SEC: 25 Jan 2023, 18:16:49 UTC
Prior SEC filing: 22 Dec 2022
Next SEC filing: 16 Jun 2023
Source filing: View source filing
Reporting owner signature: /s/ S. Halle Vakani, Attorney-in-Fact

Key filing fact

Alpana Wegner filed Form 4 for Benefitfocus, Inc. on 25 Jan 2023.

Key facts

This page summarizes Alpana Wegner's Form 4 filing for Benefitfocus, Inc..
6 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 25 Jan 2023, 18:16.

Change

Previous filing in this sequence was filed on 22 Dec 2022.
Current net transaction value: -$20,984.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BNFT transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -129,151
Change %: -38%
Price
Shares after: 209,224
Date: 24 Jan 2023
Ownership: Direct
Footnotes: F1

BNFT transaction

Common Stock

Tax liability

Transaction value: $20,984
Shares: -2,008
Change %: -0.96%
Price: $10.45
Shares after: 207,216
Date: 24 Jan 2023
Ownership: Direct

BNFT transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -207,216
Change %: -100%
Price
Shares after: 0
Date: 24 Jan 2023
Ownership: Direct
Footnotes: F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

BNFT transaction Derivative

Performance Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -3,818
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 24 Jan 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,818
Exercise price
Footnotes: F3

BNFT transaction Derivative

Performance Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -32,851
Change %: -38%
Price: $0.000000
Shares after: 53,168
Date: 24 Jan 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 32,851
Exercise price
Footnotes: F2

BNFT transaction Derivative

Performance Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -53,168
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 24 Jan 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 53,168
Exercise price
Footnotes: F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Alpana Wegner is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

On January 24, 2023, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated November 1, 2022, by and among the Issuer, Voya Financial, Inc. ("Voya") and Origami Squirrel Acquisition Corp. (the "Merger Sub"), as amended, the Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Voya. Pursuant to the Merger Agreement, at the effective time of the Merger each share of the Issuer's common stock was exchanged for the Per Share Common Stock Merger Consideration of $10.50, without interest.

Footnote F2

On January 24, 2023, the Merger took effect and these equity awards for the Issuer's common stock were exchanged for equity awards of Voya common stock in accordance with the Merger Agreement.

Footnote F3

Represents the portion of PRSUs that were forfeited to the Issuer.