Sec Form 4 Filing - Kosloske Michael W @ Health Insurance Innovations, Inc. - 2014-03-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Kosloske Michael W
2. Issuer Name and Ticker or Trading Symbol
Health Insurance Innovations, Inc. [ HIIQ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman, President and CEO
(Last) (First) (Middle)
15438 N. FLORIDA AVENUE, SUITE 201
3. Date of Earliest Transaction (MM/DD/YY)
03/04/2014
(Street)
TAMPA, FL33613
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/04/2014 S 5,115 ( 1 ) D $ 12.2291 ( 2 ) 67,260 D
Class A Common Stock 03/05/2014 S 4,304 ( 1 ) D $ 12.2296 ( 3 ) 62,956 D
Class A Common Stock 03/06/2014 S 5,056 ( 1 ) D $ 12.0761 ( 4 ) 57,900 D
Class A Common Stock 8,900 I see footnote ( 5 )
Class A Common Stock 8,566,667 ( 6 ) I see footnote ( 6 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kosloske Michael W
15438 N. FLORIDA AVENUE
SUITE 201
TAMPA, FL33613
X X Chairman, President and CEO
Kosloske Lori
15438 N. FLORIDA AVENUE
SUITE 201
TAMPA, FL33613
X Chief Compliance Officer
Health Plan Intermediaires, LLC
15438 N. FLORIDA AVENUE
SUITE 201
TAMPA, FL33613
X
Health Plan Intermediaries Sub, LLC
15438 N. FLORIDA AVENUE
SUITE 201
TAMPA, FL33613
X
Signatures
/s/ Joan Rodgers, as Attorney-in-Fact 03/06/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, which was adopted by Mr. Kosloske on December 13, 2013.
( 2 )The price reported in Column 4 represents the weighted average price of multiple transactions with a range of prices between $11.94 to $12.38, inclusive. Mr. Kosloske undertakes to provide, upon request by the SEC, Health Insurance Innovations, Inc., or a security holder of Health Insurance Innovations, Inc. full information regarding the number of shares sold at each separate price within the range.
( 3 )The price reported in Column 4 represents the weighted average price of multiple transactions with a range of prices between $12.02 to $12.40, inclusive. Mr. Kosloske undertakes to provide, upon request by the SEC, Health Insurance Innovations, Inc., or a security holder of Health Insurance Innovations, Inc. full information regarding the number of shares sold at each separate price within the range.
( 4 )The price reported in Column 4 represents the weighted average price of multiple transactions with a range of prices between $11.85 to $12.29, inclusive. Mr. Kosloske undertakes to provide, upon request by the SEC, Health Insurance Innovations, Inc., or a security holder of Health Insurance Innovations, Inc. full information regarding the number of shares sold at each separate price within the range.
( 5 )By Lori Kosloske. Michael Kosloske and Lori Kosloske are husband and wife.
( 6 )This number of shares consists of 8,480,000 shares of Class B Common Stock held of record by Health Plan Intermediaries, LLC ("HPI") and 86,667 shares of Class B Common Stock held by Health Plan Intermediaries Sub, LLC ("HPIS"). Michael Kosloske ("MK") is the sole member and primary manager of HPI, and has sole voting and dispositive power over the shares held by HPI. HPI is the sole managing member of HPIS and has sole voting and dispositive power over the shares held by HPIS. MK, by virtue of his control of HPI and HPI's control of HPIS, may be deemed to beneficially own all the shares of Class B Common Stock held of record by each of HPI and HPIS. The shares of Class B Common Stock, together with the Series B Membership Interests of HPI, are exchangeable, at MK's election, for equal number of shares of Class A Common Stock. This exchange right has no expiration date.

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