0000921895-22-002169.txt : 20220706 0000921895-22-002169.hdr.sgml : 20220706 20220706174014 ACCESSION NUMBER: 0000921895-22-002169 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220701 FILED AS OF DATE: 20220706 DATE AS OF CHANGE: 20220706 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHRIER DEREK C CENTRAL INDEX KEY: 0001250078 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36061 FILM NUMBER: 221069868 MAIL ADDRESS: STREET 1: C/O INDABA CAPITAL MANAGEMENT, LLC STREET 2: ONE LETTERMAN DR., BLDING D, SUITE DM700 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Indaba Capital Fund, L.P. CENTRAL INDEX KEY: 0001516452 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36061 FILM NUMBER: 221069867 BUSINESS ADDRESS: STREET 1: MAPLES CORPORATE SERVICES STREET 2: 121 SOUTH CHURCH STREET CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 345 949 8066 MAIL ADDRESS: STREET 1: MAPLES CORPORATE SERVICES STREET 2: 121 SOUTH CHURCH STREET CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: IC GP, LLC CENTRAL INDEX KEY: 0001596505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36061 FILM NUMBER: 221069869 BUSINESS ADDRESS: STREET 1: ONE LETTERMAN DRIVE, STREET 2: BUILDING D, SUITE DM700 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 BUSINESS PHONE: (415) 680-1180 MAIL ADDRESS: STREET 1: ONE LETTERMAN DRIVE, STREET 2: BUILDING D, SUITE DM700 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Indaba Capital Management, L.P. CENTRAL INDEX KEY: 0001524362 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36061 FILM NUMBER: 221069870 BUSINESS ADDRESS: STREET 1: ONE LETTERMAN DRIVE STREET 2: BUILDING D, SUITE DM700 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 BUSINESS PHONE: (415) 680-1180 MAIL ADDRESS: STREET 1: ONE LETTERMAN DRIVE STREET 2: BUILDING D, SUITE DM700 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 FORMER NAME: FORMER CONFORMED NAME: Indaba Capital Management, LLC DATE OF NAME CHANGE: 20110627 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Benefitfocus, Inc. CENTRAL INDEX KEY: 0001576169 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 462346314 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 BENEFITFOCUS WAY CITY: CHARLESTON STATE: SC ZIP: 29492 BUSINESS PHONE: 843-849-7476 MAIL ADDRESS: STREET 1: 100 BENEFITFOCUS WAY CITY: CHARLESTON STATE: SC ZIP: 29492 FORMER COMPANY: FORMER CONFORMED NAME: Benefitfocus,Inc. DATE OF NAME CHANGE: 20130507 4 1 form410123012_07062022.xml OWNERSHIP DOCUMENT X0306 4 2022-07-01 0 0001576169 Benefitfocus, Inc. BNFT 0001524362 Indaba Capital Management, L.P. ONE LETTERMAN DRIVE BUILDING D, SUITE DM700 SAN FRANCISCO CA 94129 1 0 1 0 0001596505 IC GP, LLC ONE LETTERMAN DRIVE, BUILDING D, SUITE DM700 SAN FRANCISCO CA 94129 1 0 1 0 0001250078 SCHRIER DEREK C C/O INDABA CAPITAL MANAGEMENT, L.P. ONE LETTERMAN DR., BLDING D, SUITE DM700 SAN FRANCISCO CA 94129 1 0 1 0 0001516452 Indaba Capital Fund, L.P. ONE LETTERMAN DRIVE, BUILDING D, SUITE DM700 SAN FRANCISCO CA 94129 1 0 1 0 Common Stock 2022-07-01 4 A 0 20726 0 A 4002310 I See Footnotes On July 1, 2022, Benefitfocus, Inc. (the "Issuer") granted 20,726 restricted stock units ("RSUs") of the Issuer to Alexander Lerner, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Lerner holds these RSUs for the benefit of Indaba Capital Fund, L.P. (the "Fund"). Because Mr. Lerner serves on the Board as a representative of the Fund and its affiliates, Mr. Lerner does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position. The Fund is entitled to receive all of the economic interest in securities granted to Mr. Lerner by the Issuer in respect of Mr. Lerner's Board position. Mr. Lerner disclaims beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Lerner had any economic interest in such securities except any indirect economic interest through the Fund and its affiliates, entities for which he does not have a controlling interest and does not have investment control. The total number of reported RSUs will vest on the earlier of July 1, 2023 or the date of the Issuer's 2023 annual meeting of stockholders, so long as Mr. Lerner remains a director through each such vesting date. Securities held directly by the Fund, or, as discussed in footnote (2), securities for which the Fund has all of the economic interest. Pursuant to an Investment Management Agreement, the Fund and its general partner have delegated all voting and investment power over the securities directly held by the Fund to Indaba Capital Management, L.P. (the "Investment Manager"). As a result, each of the Investment Manager, IC GP, LLC ("IC GP"), as the general partner of Investment Manager, and Derek Schrier, as Managing Member of IC GP, may be deemed to exercise voting and investment power over such securities. Each of the Investment Manager, IC GP and Mr. Schrier disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Alexander Lerner, an Investment Partner at Indaba Capital Management, L.P., is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization by virtue of their representation on the Board of Directors of the Issuer. Indaba Capital Management, L.P.; By: IC GP, LLC; By: /s/ Derek C. Schrier, Managing Member 2022-07-06 IC GP, LLC; By: /s/ Derek C. Schrier, Managing Member 2022-07-06 /s/ Derek C. Schrier 2022-07-06 Indaba Capital Fund, L.P.; By: Indaba Partners, LLC, its general partner; By: /s/ Derek C. Schrier, Senior Managing Member 2022-07-06