0001193125-14-446241.txt : 20141218 0001193125-14-446241.hdr.sgml : 20141218 20141218094837 ACCESSION NUMBER: 0001193125-14-446241 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141218 ITEM INFORMATION: Other Events FILED AS OF DATE: 20141218 DATE AS OF CHANGE: 20141218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Health Insurance Innovations, Inc. CENTRAL INDEX KEY: 0001561387 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 461282634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35811 FILM NUMBER: 141294422 BUSINESS ADDRESS: STREET 1: 15438 N. FLORIDA AVENUE STREET 2: SUITE 201 CITY: TAMPA STATE: FL ZIP: 33613 BUSINESS PHONE: 813-280-1289 MAIL ADDRESS: STREET 1: 15438 N. FLORIDA AVENUE STREET 2: SUITE 201 CITY: TAMPA STATE: FL ZIP: 33613 8-K 1 d839654d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 18, 2014

 

 

Health Insurance Innovations, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35811   46-1282634

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

15438 N. Florida Avenue, Suite 201

Tampa, Florida

   33613
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (877) 376-5831

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01. Other Events.

On December 18, 2014, Health Insurance Innovations, Inc. (the “Company”) announced that its Board of Directors has authorized a repurchase program for up to 0.8 million shares of its outstanding Class A Common Stock, $0.001 par value per share, representing approximately 10% of the total Class A shares outstanding of approximately 7.8 million shares. The authorization is effective immediately and will expire on December 31, 2016. The repurchase program will be conducted in accordance with SEC Rule 10b-18 with respect to open-market purchases. The Company has also adopted a Rule 10b5-1 share repurchase plan under the Securities Exchange Act of 1934 (the “Plan”) in connection with its share repurchase authorization. The Plan allows the Company to repurchase its shares at times when it otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods. Because repurchases under the Plan are subject to certain pricing parameters, there is no guarantee as to the exact number of shares that will be repurchased under the Plan or that there will be any repurchases pursuant to the Plan. Subject to applicable regulations, the Company may elect to amend or cancel the Plan at its discretion.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

HEALTH INSURANCE INNOVATIONS, INC.
By:  

/s/ Michael A. Petrizzo

  Name:   Michael A. Petrizzo
  Title:   Executive Vice President, General Counsel, and Secretary

Date: December 18, 2014