Sec Form 4 Filing - Southwell Gavin @ Health Insurance Innovations, Inc. - 2019-11-15

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
Southwell Gavin
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 _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O HEALTH INSURANCE INNOVATIONS, INC., 15438 NORTH FLORIDA AVE., SUITE 201
3. Date of Earliest Transaction (MM/DD/YY)
11/15/2019
(Street)
TAMPA, FL33613
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 11/15/2019 F( 1 ) 20,675 D $ 23.4 ( 1 ) 626,184 D
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
Stock Appreciation Rights $ 6.1 ( 2 ) 04/26/2023 Class A Common Stock 20,000 20,000 D
Stock Appreciation Rights $ 5.96 ( 3 ) 09/06/2023 Class A Common Stock 33,333 33,333 D
Stock Appreciation Rights $ 10.3 ( 4 ) 11/15/2023 Class A Common Stock 100,000 100,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Southwell Gavin
C/O HEALTH INSURANCE INNOVATIONS, INC.
15438 NORTH FLORIDA AVE., SUITE 201
TAMPA, FL33613
X President and CEO
Signatures
/s/ Curt P. Creely, Attorney in Fact for Gavin Southwell 11/20/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents withholding of shares by Issuer to satisfy tax liability of Reporting Person incident to vesting of restricted stock.
( 2 )These stock-settled stock appreciation rights were granted on April 26, 2016 under the Long Term Incentive Plan of Health Insurance Innovations, Inc. (the "Plan") and vest 50% on the first anniversary of grant date and 50% on the second anniversary of grant date, subject to the terms of the Plan and an award agreement under the Plan.
( 3 )These stock-settled stock appreciation rights were granted on September 6, 2016 under the Plan and vest 25% on the first anniversary of grant date, 25% on the second anniversary of grant date, and 50% on the third anniversary of grant date, subject to the terms of the Plan and an award agreement under the Plan.
( 4 )These stock-settled stock appreciation rights were granted on November 15, 2016 under the Plan and vest 25% on each of the first four anniversaries of the date of grant, subject to the terms of the Plan and award agreement under the Plan.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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