0001567619-20-015951.txt : 20200825 0001567619-20-015951.hdr.sgml : 20200825 20200825151318 ACCESSION NUMBER: 0001567619-20-015951 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200821 FILED AS OF DATE: 20200825 DATE AS OF CHANGE: 20200825 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murley Robert S CENTRAL INDEX KEY: 0001523923 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35811 FILM NUMBER: 201131981 MAIL ADDRESS: STREET 1: 4025 S. RIVERPOINT PARKWAY STREET 2: M/S CF-K815 CITY: PHOENIX STATE: AZ ZIP: 85040 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Benefytt Technologies, Inc. CENTRAL INDEX KEY: 0001561387 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 461282634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3450 BUSCHWOOD PARK DR. STREET 2: SUITE 201 CITY: TAMPA STATE: FL ZIP: 33618 BUSINESS PHONE: (813) 397-1187 MAIL ADDRESS: STREET 1: 3450 BUSCHWOOD PARK DR. STREET 2: SUITE 201 CITY: TAMPA STATE: FL ZIP: 33618 FORMER COMPANY: FORMER CONFORMED NAME: Health Insurance Innovations, Inc. DATE OF NAME CHANGE: 20121031 4 1 doc1.xml FORM 4 X0306 4 2020-08-21 0 0001561387 Benefytt Technologies, Inc. BFYT 0001523923 Murley Robert S C/O BENEFYTT TECHNOLOGIES, INC. 3450 BUSCHWOOD PARK DR., SUITE 200 TAMPA FL 33618 1 0 0 0 Class A Common Stock 2020-08-21 4 U 0 12000 31.00 D 0 D Class A Common Stock 2020-08-21 4 U 0 5000 31.00 D 0 I By Robert Murley Revocable Trust Class A Common Stock 2020-08-21 4 U 0 31500 31.00 D 0 I By Murley Enterprises Stock Appreciation Rights 7.97 2020-08-21 4 D 0 20000 D 2015-10-28 2021-10-28 Class A Common Stock 20000 0 D On August 21, 2020, Daylight Beta Corp., a Delaware corporation ("Purchaser") and a wholly owned subsidiary of Daylight Beta Parent Corp., a Delaware corporation ("Parent"), successfully completed the tender offer ("Tender Offer") for all issued and outstanding shares of the common stock of Benefytt Technologies, Inc., a Delaware corporation (the "Issuer"), pursuant to that certain Agreement and Plan of Merger dated July 12, 2020 (the "Merger Agreement"), by and among Issuer, Parent and Purchaser. Following the Tender Offer, on August 21, 2020, Purchaser merged with and into Issuer with Issuer surviving the merger as a wholly owned and indirect subsidiary of Parent (the "Merger"). In connection with the Merger, the reporting person is no longer a director of Issuer, effective on August 21, 2020. Represents shares tendered to the Purchaser in connection with the Tender Offer. These stock-settled stock appreciation rights were granted under the Issuer's Long Term Incentive Plan. In accordance with the terms of the Merger Agreement, these stock-settled stock appreciation rights held by the reporting person were deemed to be fully vested and cancelled and converted as of immediately prior to the effective time of the Merger into the right to receive a cash payment, without interest, equal to the product of: (i) the aggregate number of shares of the Issuer's Common Stock underlying these stock-settled stock appreciation rights, multiplied by (ii) the excess of $31.00 over the per share exercise price of such stock-settled stock appreciation rights, less any taxes required to be withheld. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. /s/ Curt P. Creely, Attorney-in-Fact for Robert S. Murley 2020-08-21