BENEFITFOCUS, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2021-11-17: Form 8-K; Period of report 2021-11-17; Description 8.01 Other Events; Details 8.01.
- 2021-11-03: Form 8-K; Period of report 2021-11-03; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2021-11-01: Form 8-K; Period of report 2021-10-29; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2021-09-15: Form 8-K; Period of report 2021-09-14; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2021-11-17 | 8-K | 2021-11-17 | 8.01 Other Events | 8.01 On November 17, 2021, the Company issued a press release announcing the acquisition of Tango Health, Inc., an innovative software and services company offering Affordable Care Act (ACA) compliance, and benefit decision support solutions. | d264179d8k.htm |
| 2021-11-03 | 8-K | 2021-11-03 | 2.02 Results of Operations and Financial Condition | 2.02 On November 3, 2021, Benefitfocus, Inc. issued a press release announcing its operating results for the quarter ended September 30, 2021. | bnft-8k_20211103.htm |
| 2021-11-01 | 8-K | 2021-10-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 29, 2021, the Board of Directors (the “Board”) of Benefitfocus, Inc. (the “Company”) expanded the Board by one seat and appointed James Bradley Wilson as a Class I director to hold office until the Company’s 2023 annual meeting of stockholders or until his successor is duly elected and qualified. | d245635d8k.htm |
| 2021-09-15 | 8-K | 2021-09-14 | 8.01 Other Events | 8.01 On September 15, 2021, the Company issued a press release relating to the privately negotiated repurchase of approximately $100.2 million of its 1.25% Convertible Senior Notes due 2023 for approximately $98.2 million in cash (the “Repurchases”), a copy of which is filed with this Current Report on Form 8-K as Exhibit 99.1. | d199336d8k.htm |
| 2021-08-03 | 8-K | 2021-08-03 | 2.02 Results of Operations and Financial Condition | 2.02 On August 3, 2021, Benefitfocus, Inc. issued a press release announcing its operating results for the quarter ended June 30, 2021. | bnft-8k_20210803.htm |
| 2021-07-30 | 8-K | 2021-07-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 28, 2021, the Board of Directors (the “Board”) of Benefitfocus, Inc. (the “Company”) expanded the Board by one seat and appointed John J. Park as a Class II director, effective August 3, 2021. | d558419d8k.htm |
| 2021-07-01 | 8-K | 2021-06-30 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 5.03 (a) At the 2021 annual meeting of stockholders (the “2021 Annual Meeting”) of Benefitfocus, Inc. (the “Company”), stockholders approved amendments to the Restated Certificate of Incorporation of Benefitfocus, Inc., as amended (the “Charter”) to (i) declassify the Company’s board of directors (the “Board”) and provide for the annual election of directors after the expiration of their respective current terms (the “Charter Declassification Amendment”) and (ii) increase the total number of authorized shares of common stock, par value $0.001 per share (“Common Stock”), reserved for issuance under the Charter from 50,000,000 to 95,000,000 shares (the “Charter Share Issuance Amendment”). 5.07 The Company held its 2021 Annual Meeting on June 30, 2021. | d158212d8k.htm |
| 2021-05-27 | 8-K | 2021-05-25 | 8.01 Other Events | 8.01 As previously disclosed by Benefitfocus, Inc. (the “Company”), on May 3, 2021, a complaint was filed against Matthew Levin, our President and Chief Executive Officer, by his former employer ADP, Inc. (“ADP”), alleging that Mr. Levin’s employment with the Company violates restrictive covenant agreements he previously entered into with ADP. | tm2117733d1_8k.htm |
| 2021-05-06 | 8-K | 2021-05-03 | 8.01 Other Events | 8.01 On May 3, 2021, a complaint was filed against Matthew Levin by his former employer, ADP, Inc. (“ADP”), followed on May 5, 2021 by an application for a temporary restraining order and preliminary injunction in the United States District Court for the District of New Jersey (collectively, the “ADP Complaints”). | tm2115419-1_8k.htm |
| 2021-05-05 | 8-K | 2021-04-29 | 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.02 The terms of the Initial Grant, as defined below in Item 5.02, are incorporated herein by reference. 5.02 On May 4, 2021, the Company publicly announced that its board of directors (the “Board”) has appointed Matthew Levin as President and Chief Executive Officer and made him a member of the Board. | tm2115101d1_8k.htm |
| 2021-05-04 | 8-K | 2021-05-04 | 2.02 Results of Operations and Financial Condition | 2.02 On May 4, 2021, Benefitfocus, Inc. issued a press release announcing its operating results for the quarter ended March 31, 2021. | bnft-8k_20210504.htm |
| 2021-03-16 | 8-K | 2021-03-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 15, 2021, the Board of Directors (the “Board”) of Benefitfocus, Inc. (the “Company”) appointed Coretha M. Rushing as a Class II director to hold office until the Company’s 2021 annual meeting of stockholders or until her successor is duly elected and qualified. | d140918d8k.htm |
| 2021-03-08 | 8-K | 2021-03-08 | 2.02 Results of Operations and Financial Condition | 2.02 On March 8, 2021, Benefitfocus, Inc. issued a press release announcing its operating results for the quarter ended December 31, 2020. | bnft-8k_20210308.htm |
| 2021-02-11 | 8-K | 2021-02-11 | 8.01 Other Events | 8.01 On February 11, 2021, Benefitfocus, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1. | d134860d8k.htm |
| 2021-02-10 | 8-K | 2021-02-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On February 9, 2021, Ana M. White resigned as a member of the Board of Directors of Benefitfocus, Inc. (the “Company”) and all committees of which she is a member, effective on March 23, 2021. | d47089d8k.htm |
| 2021-02-01 | 8-K | 2021-01-26 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 5.02 On January 26, 2021, the Company decided to eliminate the position of Executive Chairman and announced that Mason R. Holland, Jr. would step down from his position as Executive Chairman and a member of the Board, to be effective at the Company’s 2021 annual stockholder meeting (the “Conversion Date”). 8.01 On January 26, 2021, the Company issued a press release including the above matters. | d102328d8k.htm |