Statement of Ownership (sc 13g)
14 Fevereiro 2018 - 4:18PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934*
Health Insurance Innovations Inc
|
(Name of Issuer)
|
Common Stock
|
(Title of Class of Securities)
|
42225K106
|
(CUSIP Number)
|
December 19, 2017
|
(Date of Event Which Requires Filing of this Statement)
|
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
|
☒
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Rule 13d-1(b)
|
|
☐
|
Rule 13d-1(c)
|
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☐
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Rule 13d-1(d)
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* The remainder of
this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover
page.
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
CUSIP No
.
|
42225K106
|
|
Page
2
of 6
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1
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NAME OF REPORTING PERSONS
CAS Investment Partners, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) EIN: 46-0901365
|
|
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
☐
(b)
☐
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United State of America
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING
750,183
|
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
750,183
|
|
8
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SHARED DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
750,183
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.90%*+
|
|
12
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TYPE OF REPORTING PERSON
IA
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|
|
|
|
|
|
*
As of December 19. 2017, Sosin
Partners, L.P. (the “Fund”) owned an aggregate of 750,183 shares of Common Stock of the Issuer. CAS Investment Partners,
LLC, is the investment manager of the Fund in which such shares referred to above are held. As a result, CAS Investment Partners,
LLC, possesses the power to vote and dispose or direct the disposition of all the shares owned by the Fund. Thus, CAS Investment
Partners, LLC, may be deemed to beneficially own a total of 750,183 shares.
+ Based on a total of 12,700,986 shares outstanding as of October
30, 2017, as set forth in the Issuer’s most recent Form 10-Q, filed November 02, 2017.
CUSIP No
.
|
42225K106
|
|
Page
3
of 6
|
1
|
NAME OF REPORTING PERSONS
Sosin Partners, L.P.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) EIN: 46-0970829
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
☐
(b)
☐
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United State of America
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING
750,183
|
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
750,183
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
750,183
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.90%*+
|
|
12
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TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
|
*
As of December 19. 2017, Sosin
Partners, L.P. (the “Fund”) owned an aggregate of 750,183 shares of Common Stock of the Issuer. CAS Investment Partners,
LLC, is the investment manager of the Fund in which such shares referred to above are held. As a result, CAS Investment Partners,
LLC, possesses the power to vote and dispose or direct the disposition of all the shares owned by the Fund. Thus, CAS Investment
Partners, LLC, may be deemed to beneficially own a total of 750,183 shares.
+ Based on a total of 12,700,986 shares outstanding as of October
30, 2017, as set forth in the Issuer’s most recent Form 10-Q, filed November 02, 2017.
CUSIP No
.
|
42225K106
|
|
Page
4
of 6
|
Item 1(a).
|
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Name of Issuer:
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Health Insurance Innovations Inc.
|
|
|
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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15438 N. Florida Avenue, Suite 201 Tampa, Florida 33613
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Item 2(a).
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Name of Person Filing:
CAS Investment Partners, LLC
This Schedule is being filed by
CAS Investments Partners, LLC with respect to shares of common stock of the above-name issuer owned by CAS Investments Partners,
LLC. Clifford Sosin is the Managing Member of CAS Investment Partners, LLC
|
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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8 Wright Street, 1
st
FL Westport, Connecticut 06880
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Item 2(c).
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Citizenship:
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United States
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Item 2(d).
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Title of Class of Securities:
|
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Common Stock
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Item 2(e).
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CUSIP Number:
42225K106
|
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Item 3.
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If This Statement is Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a:
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(a)
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☐
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
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(b)
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☐
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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☐
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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☐
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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☒
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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CUSIP No
.
|
42225K106
|
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Page
5
of 6
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(f)
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☐
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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☐
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A parent holding company or control person in accordance with §240.13d-1(b)(ii)(G);
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(h)
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☐
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
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(j)
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☐
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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Item 4.
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Ownership.
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned: 750,183*
|
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(b)
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Percent of class: 5.90%*+
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote 750,183*
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(ii)
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Shared power to vote or to direct the vote 0
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(iii)
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Sole power to dispose or to direct the disposition of 750,183*
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(iv)
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Shared power to dispose or to direct the disposition of 0
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CUSIP No
.
|
42225K106
|
|
Page
6
of 6
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Item 5.
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Ownership of Five Percent or Less of a Class.
|
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following
☐
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not applicable
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Item 8.
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Identification and Classification of Members of the Group.
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Not applicable
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Item 9.
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Notice of Dissolution of Group.
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Not applicable
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Item 10.
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Certification.
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By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant
in any transaction having that purpose or effect, other than activities solely in connection with a nomination under
§
240.14a-11.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true, complete and correct.
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Date:
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February 14, 2018
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Signature:
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/s/ Clifford Sosin
|
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Name:
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Clifford Sosin
|
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CAS INVESTMENT PARTNERS, LLC
|
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Date:
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February 14, 2018
|
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By:
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/s/ Clifford Sosin
|
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Name:
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Clifford Sosin
|
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Title:
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Managing Member
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SOSIN PARTNERS, L.P.
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Date:
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February 14, 2018
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By:
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/s/ Clifford Sosin
|
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Name:
|
Clifford Sosin
|
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Title:
|
Managing Member
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