Health Insurance Innovations, Inc. (NASDAQ:HIIQ) 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
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On May 18, 2017, an annual restricted stock grant award of shares
of Class A common stock was made to each of the non-employee
directors of Health Insurance Innovations, Inc. (the Company)
under the Companys Long Term Incentive Plan. Each restricted
stock grant award was in the amount of 2,195 shares and is
scheduled to vest 50% on May 18, 2018 and 50% on May 18, 2019,
subject to the terms of the grant agreement and the Long-Term
Incentive Plan. The awards were made to each of Anthony Barkett,
Robert S. Murley, Paul G. Gabos, and Paul E. Avery.
| Item 5.07. |
Submission of Matters to a Vote of Security Holders. |
On May 18, 2017, the Company held its annual meeting of
stockholders (the Annual Meeting). The Company previously filed
with the SEC its Definitive Proxy Statement and related materials
pertaining to the Annual Meeting on April 20, 2017. On the record
date of April 7, 2017 there were 11,817,183 shares of the
Companys Class A common stock and 3,841,667 shares of the
Companys Class B common stock outstanding and eligible to vote.
At the Annual Meeting, the stockholders: (i) elected the seven
persons identified below to serve as directors of the Company to
hold office until the Companys 2018 Annual Meeting of
Stockholders and until their successors are duly elected and
qualified; (ii) approved an amendment to the Companys Long Term
Inventive Plan (LTIP), which (A) increased the total number of
shares of the Companys common stock reserved for issuance under
the LTIP from 3,250,000 to 5,250,000 and (B) increased the
aggregate maximum number of shares of common stock that may be
issued to the exercise of incentive stock options; and (iii)
ratified the appointment of Grant Thornton LLP as the independent
auditor of the Company.
Proposal 1: Election of Directors
The final results of stockholder voting on the election of
directors were as follows:
| Name | Votes For | Votes Withheld |
Broker Non-Votes |
|||||||||
| Paul E. Avery | 9,860,377 | 20,624 | 3,535,868 | |||||||||
| Anthony J. Barkett | 9,860,427 | 20,574 | 3,535,868 | |||||||||
| Paul G. Gabos | 9,861,377 | 19,624 | 3,535,868 | |||||||||
| Michael W. Kosloske | 9,554,135 | 326,866 | 3,535,868 | |||||||||
| Gavin C. Southwell | 9,556,950 | 324,051 | 3,535,868 | |||||||||
| Robert S. Murley | 9,864,546 | 16,455 | 3,535,868 | |||||||||
| Sheldon Wang | 8,657,119 | 1,223,882 | 3,535,868 | |||||||||
Proposal 2: Approval of an Amendment to the Companys
Long-Term Incentive Plan
The final results of stockholder voting on the approval of an
amendment to the LTIP were as follows:
| Votes For | Votes Against | Votes Abstain | Broker Non-Votes | |||||||||||
| 6,691,810 | 2,288,627 | 900,564 | 3,535,868 | |||||||||||
Proposal 3: Ratification of the appointment of Grant Thornton
LLP as the Companys Independent Auditor
The final results of stockholder voting on the ratification of
the appointment of Grant Thornton as the Companys independent
auditor were as follows:
| Votes For | Votes Against | Votes Abstain | Broker Non-Votes | |||||||||||
| 13,205,886 | 205,029 | 5,954 | 13,416,869 | |||||||||||
The stockholders did not vote on any other matters at the Annual
Meeting.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 |
Health Insurance Innovations, Inc. Long Term Incentive Plan, as amended |
About Health Insurance Innovations, Inc. (NASDAQ:HIIQ)
Health Insurance Innovations, Inc. is a developer, distributor and virtual administrator of individual and family health insurance plans and supplemental products. The Company sells individual and family insurance plans (IFP) that include short-term medical (STM) insurance plans and hospital indemnity plans. The Company operates through Insurance Plan Development and Distribution (IPD) segment. Its STM plans cover individuals for over 360 days with a range of co-pay and deductible options. Its individual major medical (IMM) plans cover prescription drugs, pre-existing conditions and preventive care, while STM plans provide optional coverage for prescription drugs. The Company’s hospital indemnity plans provide a daily cash benefit for hospital treatment and doctor office visits, as well as accidental injury and death or dismemberment benefits. It provides supplemental insurance products, including pharmacy benefit cards, dental plans, vision plans and cancer/critical illness plans. Health Insurance Innovations, Inc. (NASDAQ:HIIQ) Recent Trading Information
Health Insurance Innovations, Inc. (NASDAQ:HIIQ) closed its last trading session up +0.60 at 20.95 with 259,002 shares trading hands.