Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
* 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, as amended (“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
|
1. Names of Reporting Persons.
Atom Investors LP
|
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☑
(b) ☐
|
3. SEC Use Only
|
4. Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power
0
|
6. Shared Voting Power
727,338
|
7. Sole Dispositive Power
0
|
8. Shared Dispositive Power
727,338
|
9. Aggregate Amount Beneficially Owned by Each Reporting Person
727,338
|
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) o
|
11. Percent of Class Represented by Amount in Row (9)
5.9%
|
12. Type of Reporting Person (See Instructions)
IA
|
CUSIP No. 42225K106
|
1. Names of Reporting Persons.
Atom Master Fund L.P.
|
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☑
(b) ☐
|
3. SEC Use Only
|
4. Citizenship or Place of Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power
0
|
6. Shared Voting Power
727,338
|
7. Sole Dispositive Power
0
|
8. Shared Dispositive Power
727,338
|
9. Aggregate Amount Beneficially Owned by Each Reporting Person
727,338
|
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) o
|
11. Percent of Class Represented by Amount in Row (9)
5.9%
|
12. Type of Reporting Person (See Instructions)
PN
|
CUSIP No. 42225K106
|
1. Names of Reporting Persons.
Atom Associates LLC
|
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☑
(b) ☐
|
3. SEC Use Only
|
4. Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power
0
|
6. Shared Voting Power
727,338
|
7. Sole Dispositive Power
0
|
8. Shared Dispositive Power
727,338
|
9. Aggregate Amount Beneficially Owned by Each Reporting Person
727,338
|
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) o
|
11. Percent of Class Represented by Amount in Row (9)
5.9%
|
12. Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 42225K106
|
1. Names of Reporting Persons.
Atom GP LLC
|
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☑
(b) ☐
|
3. SEC Use Only
|
4. Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power
0
|
6. Shared Voting Power
727,338
|
7. Sole Dispositive Power
0
|
8. Shared Dispositive Power
727,338
|
9. Aggregate Amount Beneficially Owned by Each Reporting Person
727,338
|
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) o
|
11. Percent of Class Represented by Amount in Row (9)
5.9%
|
12. Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 42225K106
|
1. Names of Reporting Persons.
Fusion Investors, LLC
|
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☑
(b) ☐
|
3. SEC Use Only
|
4. Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. Sole Voting Power
0
|
6. Shared Voting Power
727,338
|
7. Sole Dispositive Power
0
|
8. Shared Dispositive Power
727,338
|
9. Aggregate Amount Beneficially Owned by Each Reporting Person
727,338
|
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) o
|
11. Percent of Class Represented by Amount in Row (9)
5.9%
|
12. Type of Reporting Person (See Instructions)
HC
|
Health Insurance Innovations,
Inc.
|
(b)
|
Address of Issuer’s Principal Executive Offices
|
15438 N. Florida Avenue, Suite 201, Tampa,
FL 33613.
|
(a)
|
Name of Person Filing
|
This Schedule 13G is
jointly filed by and on behalf of each of Atom Investors LP, a Delaware limited partnership (“Atom Investors”),
Atom Master Fund L.P., a Cayman Islands exempted limited partnership (the “Master Fund”), Atom Associates
LLC, a Delaware limited liability company (“Atom Associates”), Atom GP LLC, a Delaware limited liability
company (“Atom GP”), and Fusion Investors, LLC, a Delaware limited liability company (“Fusion
Investors”, and together with Atom Investors, the Master Fund, Atom Associates and Atom GP, the “Reporting
Persons”). The Reporting Persons are filing this Schedule 13G jointly and the agreement among the Reporting Persons
to file jointly is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The Master Fund is
the record and direct beneficial owner of the securities covered by this Schedule 13G (the “Securities”).
The Master Fund has the power to vote or to direct the vote of, and to dispose or direct the disposition of, the Securities owned
by it.
As investment manager
of the Master Fund, Atom Investors may be deemed to have the shared power to vote or to direct the vote of, and to dispose or direct
the disposition of, the Securities. Atom Investors does not own any Securities directly and disclaims beneficial ownership of the
Securities.
As general partner
of the Master Fund, Atom Associates may be deemed to have the shared power to vote or to direct the vote of, and to dispose or
direct the disposition of, the Securities. Atom Associates does not own any Securities directly and disclaims beneficial ownership
of the Securities.
As the general partner
of each of Atom Investors and Atom Associates, Atom GP may be deemed to have the shared power to vote or to direct the vote of,
and to dispose or direct the disposition of, the Securities. Atom GP does not own any Securities directly and disclaims beneficial
ownership of the Securities.
As the majority owner
of each of Atom Investors and Atom Associates, and as the sole member of Atom GP, Fusion Investors may be deemed to have the shared
power to vote or to direct the vote of, and to dispose or direct the disposition of, the Securities. Fusion Investors does not
own any Securities directly and disclaims beneficial ownership of the Securities.
Each Reporting Person
declares that neither the filing of this Schedule 13G nor anything herein shall be construed as an admission that such person is,
for the purposes of Sections 13(d) or 13(g) of the Act, the beneficial owner of the Securities.
|
(b)
|
Address of Principal Business Office or, if none, Residence
|
The address of the
principal business office of each of the Reporting Persons is 3711 S. Mopac Expressway, Building One, Suite 100, Austin, TX 78746.
See Item 4 on the cover
page(s) hereto.
|
(d)
|
Title of Class of Securities
|
Class A Common Stock, $0.001 par value
42225K106
|
Item 3.
|
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)
|
o A broker or dealer registered
under Section 15 of the Act (15 U.S.C. 78o);
|
|
(b)
|
o A bank as defined in Section
3(a)(6) of the Act (15 U.S.C. 78c);
|
|
(c)
|
o An insurance company as
defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
|
|
(d)
|
o An investment company
registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
|
(e)
|
o An investment adviser
in accordance with §240.13d-1(b)(1)(ii)(E);
|
|
(f)
|
o An employee benefit plan
or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
|
(g)
|
o A parent holding company
or control person in accordance with §240.13d-1(b)(1)(ii)(G);
|
|
(h)
|
o A savings associations
as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|
(i)
|
o A church plan that is
excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
|
(j)
|
o A non-U.S. institution
in accordance with §240.13d-1(b)(1)(ii)(J);
|
|
(k)
|
o A group, in accordance
with §240.13d-1(b)(1)(ii)(K).
|
If filing as a non-U.S. institution in
accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ___________.
|
(a)
|
Amount beneficially owned: See Item 9 on the cover page(s)
hereto.
|
|
(b)
|
Percent of class: See Item 11 on the cover page(s) hereto.
|
|
(c)
|
Number of shares as to which such person has:
|
|
(i)
|
Sole power to vote or to direct the vote: See Item 5 on the cover page(s) hereto.
|
|
(ii)
|
Shared power to vote or to direct the vote: See Item 6 on the cover page(s) hereto.
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: See Item 7 on the cover page(s) hereto.
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: See Item 8 on the cover page(s)
hereto.
|
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
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 *.
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Not Applicable.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported
on by the Parent Holding Company or Control Person.
|
Not Applicable.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
See Item 2.
|
Item 9.
|
Notice of Dissolution of Group.
|
Not Applicable.
By signing below I
certify that, to the best of my knowledge and belief, the Securities 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 § 240.14-a-11.
SIGNATURE
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.
Date: December 26, 2019
|
ATOM INVESTORS LP
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Chief Operating Officer
|
|
|
|
|
|
|
ATOM MASTER FUND L.P.
|
|
|
|
|
|
|
By:
|
Atom Associates LLC
|
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
By:
|
Atom GP LLC
|
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Director
|
|
|
|
|
|
|
ATOM ASSOCIATES LLC
|
|
|
|
|
|
|
By:
|
Atom GP LLC
|
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Chief Operating Officer
|
|
|
|
|
|
|
ATOM GP LLC
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Chief Operating Officer
|
|
|
|
|
|
|
FUSION INVESTORS, LLC
|
|
|
|
|
|
|
By:
|
/s/ Basil Qunibi
|
|
|
Name:
|
Basil Qunibi
|
|
|
Title:
|
President
|
|
EXHIBIT INDEX
Exhibit
|
Description of Exhibit
|
99.1
|
Joint Filing Agreement (filed herewith).
|
EXHIBIT 99.1
JOINT FILING AGREEMENT
December 26, 2019
Pursuant to and in
accordance with the Securities Exchange Act of 1934, as amended (the “Act”), and the rules and regulations
thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party
under Section 13 or Section 16 of the Act or any rule or regulation thereunder (including any amendment, restatement, supplement,
and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities
exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement
as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing
provided to each other party hereto, and then only with respect to such revoking party.
IN WITNESS WHEREOF, each party hereto, being
duly authorized, has caused this agreement to be executed and effective as of the date first written above.
Date: December 26, 2019
|
ATOM INVESTORS LP
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Chief Operating Officer
|
|
|
|
|
|
|
ATOM MASTER FUND L.P.
|
|
|
|
|
|
|
By:
|
Atom Associates LLC
|
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
By:
|
Atom GP LLC
|
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Director
|
|
|
|
|
|
|
ATOM ASSOCIATES LLC
|
|
|
|
|
|
|
By:
|
Atom GP LLC
|
|
|
Its:
|
General Partner
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Chief Operating Officer
|
|
|
|
|
|
|
ATOM GP LLC
|
|
|
|
|
|
|
By:
|
/s/ John Cunningham
|
|
|
Name:
|
John Cunningham
|
|
|
Title:
|
Chief Operating Officer
|
|
|
|
|
|
|
FUSION INVESTORS, LLC
|
|
|
|
|
|
|
By:
|
/s/ Basil Qunibi
|
|
|
Name:
|
Basil Qunibi
|
|
|
Title:
|
President
|
|