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Form 4 eHealth, Inc. For: Jun 02 Filed by: Lauer Gary L

June 4, 2015 5:02 PM EDT
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Lauer Gary L

(Last) (First) (Middle)
C/O EHEALTH, INC.
440 EAST MIDDLEFIELD ROAD

(Street)
MOUNTAIN VIEW CA 94043

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
eHealth, Inc. [ EHTH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chr. of the Board and CEO
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Stock 06/02/2015   M (1)   40,936 A $ 8.8 211,870 (2) D  
Common Stock 06/02/2015   S (1)   40,936 D $ 12.6598 (3) 170,934 D  
Common Stock 06/02/2015   M (1)   11,363 A $ 8.8 182,297 D  
Common Stock 06/02/2015   S (1)   11,363 D $ 12.5806 (4) 170,934 D  
Common Stock 06/03/2015   M (1)   47,700 A $ 8.8 218,634 D  
Common Stock 06/03/2015   S (1)   47,700 D $ 12.5241 (6) 170,934 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Employee Stock Option (right to buy) $ 8.8 06/02/2015   M (1)     40,936   (5) 12/14/2015 Common Stock 40,936 $ 0 47,700 D  
Employee Stock Option (right to buy) $ 8.8 06/02/2015   M (1)     11,363   (5) 12/14/2015 Common Stock 11,363 $ 0 0 D  
Employee Stock Option (right to buy) $ 8.8 06/03/2015   M (1)     47,700   (5) 12/14/2015 Common Stock 47,700 $ 0 0 D  
Explanation of Responses:
1. The transactions reported on this date were effected pursuant to a Rule 10b5-1 trading plan.
2. Since the date of the reporting person's last ownership report, he transferred 98,448 shares of eHealth, Inc. to his ex-wife pursuant to a domestic relations order.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.44 to $12.90, inclusive. The reporting person undertakes to provide to eHealth, Inc., any security holder of eHealth, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.43 to $12.66, inclusive. The reporting person undertakes to provide to eHealth, Inc., any security holder of eHealth, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
5. Immediately exercisable for all option shares. The option shares become vested as to 20% of the shares 1 year after December 14, 2005 and 1/60th of the shares upon completion of each month of continuous service thereafter.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.35 to $12.85, inclusive. The reporting person undertakes to provide to eHealth, Inc., any security holder of eHealth, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (6) to this Form 4.
/s/ Jennifer Thompson, as attorney-in-fact for Gary L. Lauer 06/04/2015
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


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