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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Appreciation Rights | $ 12.13 | 08/06/2018 | M | 4,000 | (1) | 07/14/2021 | Class A Common Stock | 4,000 | $ 0 | 0 | D | ||||
| Stock Appreciation Rights | $ 4.95 | 08/06/2018 | M | 20,000 | (2) | 07/01/2022 | Class A Common Stock | 20,000 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Telkamp Bruce C/O HEALTH INSURANCE INNOVATIONS, INC. 15438 N. FLORIDA AVE., SUITE 201 TAMPA, FL 33613 |
CEO of HealthPocket, Inc.* | |||
| /s/ Bruce Telkamp | 08/08/2018 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | These stock-settled stock appreciation rights were previously granted under the Issuer's Long Term Incentive Plan, as amended ("Plan"), and are scheduled to vest in increments of 20%, 20%, 20% and 40% on successive anniversary dates of the grant, subject to the terms of the Plan and an award agreement under the Plan. |
| (2) | These stock-settled stock appreciation rights were previously granted under the Plan and are scheduled to vest in increments of 25%, 25%, and 50% on successive anniversary dates of the grant, subject to the terms of the Plan and an award agreement under the Plan. |
| (3) | Shares retained by the issuer to satisfy the exercise price of stock appreciation rights exercised by the Reporting Person. |
| (4) | The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $42.50 to $43.80, inclusive. The Reporting Person undertakes to provide Health Insurance Innovations Inc. (the "Company"), any security holder of the Company, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The shares were sold solely to satisfy the Reporting Person's tax liability associated with the vesting of the stock appreciation rights. |
| Remarks: * HealthPocket, Inc. is a subsidiary of Issuer. | |