SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 4)1
Benefytt Technologies, Inc.
(Name of Issuer)
Class A Common Stock, $0.001 par value
(Title of Class of Securities)
08182C106
(CUSIP Number)
Voss Capital, LLC
3773 Richmond Avenue, Suite 500
Houston, Texas 77046
(832) 519-9427
ANDREW FREEDMAN, ESQ.
OLSHAN FROME WOLOSKY LLP
1325 Avenue of the Americas
New York, New York 10019
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 25, 2020
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☒.
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
(Continued on following pages)
________________________
1 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 disclosures provided in a prior cover page.
The information required on 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 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).
| | | | | | | | | | | | | | | | | | | |
| 1 | | NAME OF REPORTING PERSONS | |
| | | | |
| | | | VOSS VALUE FUND, L.P. | |
| 2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) ☐ |
| | | | (b) ☐ |
| | | | | |
| 3 | | SEC USE ONLY | | |
| | | | | |
| | | | | | |
| 4 | | SOURCE OF FUNDS | |
| | | | |
| | | | | |
| 5 | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ☐ |
| | | | |
| | | | | |
| 6 | | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| | | | |
| | | | DELAWARE | |
NUMBER OF | | 7 | | SOLE VOTING POWER | |
SHARES | | | | | |
BENEFICIALLY | | | | | -0- | |
OWNED BY | | 8 | | SHARED VOTING POWER | |
EACH | | | | | |
REPORTING | | | | | -0- | |
PERSON WITH | | 9 | | SOLE DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| | 10 | | SHARED DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| 11 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | | | |
| | | | -0- | |
| 12 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ☐ |
| | | | |
| | | | | |
| 13 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| | | | |
| | | | 0% | |
| 14 | | TYPE OF REPORTING PERSON | |
| | | | |
| | | | PN | |
| | | | | | | | | | | | | | | | | | | |
| 1 | | NAME OF REPORTING PERSONS | |
| | | | |
| | | | VOSS ADVISORS, LP | |
| 2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) ☐ |
| | | | (b) ☐ |
| | | | | |
| 3 | | SEC USE ONLY | | |
| | | | | |
| | | | | | |
| 4 | | SOURCE OF FUNDS | |
| | | | |
| | | | | |
| 5 | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ☐ |
| | | | |
| | | | | |
| 6 | | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| | | | |
| | | | TEXAS | |
NUMBER OF | | 7 | | SOLE VOTING POWER | |
SHARES | | | | | |
BENEFICIALLY | | | | | -0- | |
OWNED BY | | 8 | | SHARED VOTING POWER | |
EACH | | | | | |
REPORTING | | | | | -0- | |
PERSON WITH | | 9 | | SOLE DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| | 10 | | SHARED DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| 11 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | | | |
| | | | -0- | |
| 12 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ☐ |
| | | | |
| | | | | |
| 13 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| | | | |
| | | | 0% | |
| 14 | | TYPE OF REPORTING PERSON | |
| | | | |
| | | | PN | |
| | | | | | | | | | | | | | | | | | | |
| 1 | | NAME OF REPORTING PERSONS | |
| | | | |
| | | | VOSS ADVISORS GP, LLC | |
| 2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) ☐ |
| | | | (b) ☐ |
| | | | | |
| 3 | | SEC USE ONLY | | |
| | | | | |
| | | | | | |
| 4 | | SOURCE OF FUNDS | |
| | | | |
| | | | | |
| 5 | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ☐ |
| | | | |
| | | | | |
| 6 | | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| | | | |
| | | | TEXAS | |
NUMBER OF | | 7 | | SOLE VOTING POWER | |
SHARES | | | | | |
BENEFICIALLY | | | | | -0- | |
OWNED BY | | 8 | | SHARED VOTING POWER | |
EACH | | | | | |
REPORTING | | | | | -0- | |
PERSON WITH | | 9 | | SOLE DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| | 10 | | SHARED DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| 11 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | | | |
| | | | -0- | |
| 12 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ☐ |
| | | | |
| | | | | |
| 13 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| | | | |
| | | | 0% | |
| 14 | | TYPE OF REPORTING PERSON | |
| | | | |
| | | | OO | |
| | | | | | | | | | | | | | | | | | | |
| 1 | | NAME OF REPORTING PERSONS | |
| | | | |
| | | | VOSS CAPITAL, LLC | |
| 2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) ☐ |
| | | | (b) ☐ |
| | | | | |
| 3 | | SEC USE ONLY | | |
| | | | | |
| | | | | | |
| 4 | | SOURCE OF FUNDS | |
| | | | |
| | | | | |
| 5 | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ☐ |
| | | | |
| | | | | |
| 6 | | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| | | | |
| | | | TEXAS | |
NUMBER OF | | 7 | | SOLE VOTING POWER | |
SHARES | | | | | |
BENEFICIALLY | | | | | -0- | |
OWNED BY | | 8 | | SHARED VOTING POWER | |
EACH | | | | | |
REPORTING | | | | | -0- | |
PERSON WITH | | 9 | | SOLE DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| | 10 | | SHARED DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| 11 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | | | |
| | | | -0- | |
| 12 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ☐ |
| | | | |
| | | | | |
| 13 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| | | | |
| | | | 0% | |
| 14 | | TYPE OF REPORTING PERSON | |
| | | | |
| | | | OO | |
| | | | | | | | | | | | | | | | | | | |
| 1 | | NAME OF REPORTING PERSONS | |
| | | | |
| | | | TRAVIS W. COCKE | |
| 2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) ☐ |
| | | | (b) ☐ |
| | | | | |
| 3 | | SEC USE ONLY | | |
| | | | | |
| | | | | | |
| 4 | | SOURCE OF FUNDS | |
| | | | |
| | | | | |
| 5 | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ☐ |
| | | | |
| | | | | |
| 6 | | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| | | | |
| | | | USA | |
NUMBER OF | | 7 | | SOLE VOTING POWER | |
SHARES | | | | | |
BENEFICIALLY | | | | | -0- | |
OWNED BY | | 8 | | SHARED VOTING POWER | |
EACH | | | | | |
REPORTING | | | | | -0- | |
PERSON WITH | | 9 | | SOLE DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| | 10 | | SHARED DISPOSITIVE POWER | |
| | | | | |
| | | | | -0- | |
| 11 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | | | |
| | | | -0- | |
| 12 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ☐ |
| | | | |
| | | | | |
| 13 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| | | | |
| | | | 0% | |
| 14 | | TYPE OF REPORTING PERSON | |
| | | | |
| | | | IN | |
The following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned (“Amendment No. 4”). This Amendment No. 4 amends the Schedule 13D as specifically set forth herein.
| Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended and restated to read as follows:
As set forth in Item 5 below, as of the date hereof, the Reporting Persons no longer beneficially own any Shares.
| Item 5. | Interest in Securities of the Issuer. |
Items 5(a) – (c) and (e) are hereby amended and restated to read as follows:
(a, b) As of the close of business on August 27, 2020, none of the Reporting Persons beneficially owned any Shares.
(c) Except as set forth on Schedule A attached hereto, which is incorporated herein by reference, none of the Reporting Persons have entered into any transactions in the Shares since the filing of Amendment No. 3 to the Schedule 13D.
(e) As of August 25, 2020, the Reporting Persons ceased to beneficially own more than 5% of the outstanding Shares.
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: August 28, 2020
| VOSS VALUE FUND, L.P. |
| | | |
| By: | Voss Capital, LLC |
| | Investment Manager |
| | | |
| By: | /s/ Travis W. Cocke |
| | Name: | Travis W. Cocke |
| | Title: | Managing Member |
| | | |
| VOSS ADVISORS, LP |
| | | |
| By: | Voss Advisors GP, LLC |
| | General Partner |
| | | |
| By: | /s/ Travis W. Cocke |
| | Name: | Travis W. Cocke |
| | Title: | Managing Member |
| | | |
| VOSS ADVISORS GP, LLC |
| | | |
| By: | /s/ Travis W. Cocke |
| | Name: | Travis W. Cocke |
| | Title: | Managing Member |
| | | |
| | | |
| VOSS CAPITAL LLC |
| | | |
| By: | /s/ Travis W. Cocke |
| | Name: | Travis W. Cocke |
| | Title: | Managing Member |
| | | |
| | | |
| /s/ Travis W. Cocke |
| Travis W. Cocke |
Schedule A
Transactions in the Securities of the Issuer Since the Filing of
Amendment No. 3 to the Schedule 13D
Nature of the Transaction | Securities Purchased/(Sold) | Price Per Share($) | Date of Purchase / Sale |
Voss Value Fund, L.P.
Sale of Class A Common Stock | (2,032) | 30.9200 | 07/16/2020 |
Sale of Class A Common Stock | (498,068) | 31.0000 | 08/25/2020 |
VOSS CAPITAL, LLC
(Through the Voss Managed Account)
Sale of Class A Common Stock | (25,000) | 30.8128 | 07/16/2020 |
Sale of Class A Common Stock | (50,000) | 30.8328 | 07/16/2020 |
Sale of Class A Common Stock | (17) | 31.0000 | 07/16/2020 |
Sale of Class A Common Stock | (10,107) | 30.9228 | 07/28/2020 |
Sale of Class A Common Stock | (792) | 30.9200 | 07/29/2020 |
Sale of Class A Common Stock | (194,074) | 31.0000 | 08/25/2020 |
9