Current Report Filing (8-k)
06 Mai 2021 - 3:23PM
Edgar (US Regulatory)
0001576169
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0001576169
2021-05-03
2021-05-03
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xbrli:shares
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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) May 3,
2021
BENEFITFOCUS, INC.
(Exact name of registrant
as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
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001-36061
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46-2346314
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(Commission File Number)
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(IRS Employer Identification No.)
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100 Benefitfocus Way, Charleston, South Carolina 29492
(Address of principal
executive offices) (Zip Code)
Registrant’s telephone
number, including area code (843) 849-7476
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:
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this Chapter) or
Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this Chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b)
of the Act:
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Title of each class
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Trading Symbol(s)
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Name
of each exchange on which registered
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Common Stock, $0.001 Par Value
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BNFT
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Nasdaq Global Market
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On May 3, 2021, a complaint was
filed against Matthew Levin by his former employer, ADP, Inc. (“ADP”), followed on May 5, 2021 by an application for a
temporary restraining order and preliminary injunction in the United States District Court for the District of New Jersey
(collectively, the “ADP Complaints”). The ADP Complaints allege that Mr. Levin, the recently appointed President and
Chief Executive Officer of Benefitfocus, Inc. (the “Company”), in beginning employment with the Company would be in
violation of restrictive covenant agreements he entered into with ADP while he was employed as its Chief Strategy Officer. The ADP
Complaints request, among other things, an injunction from the court barring Mr. Levin’s employment with the Company.
The Company believes the claims made
in the ADP Complaints are without merit and Mr. Levin intends to vigorously defend himself against these actions and begin his employment
with the Company as planned on May 10, 2021.
SIGNATURE
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.
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BENEFITFOCUS, INC.
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Date: May 6, 2021
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/s/ Alpana Wegner
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Alpana Wegner
Chief Financial Officer
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