BENEFITFOCUS, INC. (NASDAQ:BNFT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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BENEFITFOCUS, INC. (NASDAQ:BNFT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

(e) At the 2017 annual meeting of stockholders of Benefitfocus,
Inc. (the Company), stockholders approved the Benefitfocus, Inc.
Amended and Restated 2012 Stock Plan (the Plan), which increases
the total number of shares of common stock reserved for issuance
under the Plan to 9,244,525 shares and includes other
administrative changes.The Companys board of directors approved
the Plan on March 23, 2017, subject to stockholder approval.

You can find a summary of the principal features of the Plan in
the definitive proxy statement for the Companys 2017 annual
meeting of stockholders, filed with the SEC on April 21, 2017,
under the heading Proposal Two Approval of the Benefitfocus, Inc.
Amended and Restated 2012 Stock Plan.The summary of the Plan
contained in the proxy statement is qualified in its entirety by
the full text of the Plan, filed as Exhibit 10.28 to this Current
Report on Form 8-K.

Item 5.07. Submission of Matters to a Vote of Security Holders.

The Company held its 2017 annual meeting of stockholders on June
2, 2017. At the meeting, stockholders elected three Class I
directors to the Companys board of directors for a three-year
term expiring in 2020, or until their successors have been
elected and qualified, based on the following votes:

Members

For

Withheld

Broker Non-Votes

Shawn A. Jenkins

27,233,643

123,580

None

Joseph P. DiSabato

26,964,256

392,967

None

A. Lanham Napier

26,902,027

455,196

None

At the meeting, stockholders also approved the Plan.The vote for
this proposal was 20,779,857 shares for, 6,563,168 shares
against, 14,198 shares abstaining, and no broker non-votes.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.

Description

10.28

Benefitfocus, Inc. Amended and Restated 2012 Stock Plan.


About BENEFITFOCUS, INC. (NASDAQ:BNFT)

Benefitfocus, Inc. (Benefitfocus) provides cloud-based benefits software solutions for consumers, employers, insurance carriers and brokers. The Benefitfocus Platform allows how organizations and individuals shop for, enroll in, manage and exchange benefits. It operates through two business segments: Employer, which derives its revenue from customers that use the Company’s services for the provision of benefits to their employees, and administrators acting on behalf of employers, Carrier, which derives its revenue from insurance companies that provide coverage at their own risk. Its products and services for Insurance Carriers include Marketplaces; eEnrollment; eExchange; Core & Advanced Analytics; Integrations; Implementation Services, and Benefits Service Center. Its products and services for employers include Benefitfocus Marketplace, Communication Portal, Benefitstore, Video, ACA Compliance & Reporting, eBilling & Payment, Implementation Services and Benefits Service Center.