WAGE / WageWorks Inc. - SEC-Einreichungen, Jahresbericht, Proxy Statement

WAGE / WageWorks Inc. / TimesSquare Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)1 WageWorks, Inc (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

LETTER

September 17, 2019 Darcy Mott Chief Financial Officer WAGEWORKS, INC. 1100 Park Place, 4th Floor San Mateo, CA 94403 Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 File No. 001-35232 Dear Mr. Mott: We have completed our review of your filings. We remind you that the company and its management are responsible for the accurac

WAGE / WageWorks Inc. TEXT-EXTRACT - -

TEXT-EXTRACT 2 filename2.txt September 17, 2019 Darcy Mott Chief Financial Officer WAGEWORKS, INC. 1100 Park Place, 4th Floor San Mateo, CA 94403 Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 File No. 001-35232 Dear Mr. Mott: We have completed our review of your filings. We remind you that the company and its management ar

WAGE / WageWorks Inc. CORRESP - -

September 16, 2019 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Donna Di Silvio Bill Thompson Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 Response dated August 27, 2019 File No. 001-35232 Dear Ms. Di Silvio and Mr. Thompson: WageWor

WAGE / WageWorks Inc. 15-12B - - 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35232 WAGEWORKS, INC. (Exact name of registrant as specified in its char

LETTER

September 3, 2019 Izzy Dawood Chief Financial Officer WAGEWORKS, INC. 1100 Park Place, 4th Floor San Mateo, California 94403 Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 Response dated August 27, 2019 File No. 001-35232 Dear Mr. Dawood: We have reviewed your August 27, 2019 response to our comment letter and have the foll

WAGE / WageWorks Inc. TEXT-EXTRACT - -

September 3, 2019 Izzy Dawood Chief Financial Officer WAGEWORKS, INC. 1100 Park Place, 4th Floor San Mateo, California 94403 Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 Response dated August 27, 2019 File No. 001-35232 Dear Mr. Dawood: We have reviewed your August 27, 2019 response to our comment letter and have the foll

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on August 30, 2019. Registration No. 333-181300 Registration No. 333-188658 Registration No. 333-194863 Registration No. 333-204219 Registration No. 333-211559 Registration No. 333-217759 Registration No. 333-232403 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No.1 to FORM S-8 REGISTRATION STAT

WAGE / WageWorks Inc. POSASR - - POSASR

As filed with the Securities and Exchange Commission on August 30, 2019 Registration No.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on September 10, 2019, pursuant to the provisions of Rule 12d2-2 (a).

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 30, 2019 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Number)

HealthEquity Completes Acquisition of WageWorks Announces $80-100 Million Investment in Remarkable Service

Exhibit 99.1 HealthEquity Completes Acquisition of WageWorks Announces $80-100 Million Investment in Remarkable Service DRAPER, UT, (Globe Newswire) August 30, 2019 – HealthEquity, Inc. (NASDAQ: HQY) ("HealthEquity" or the "Company") today completed its acquisition of WageWorks, Inc., (NYSE: WAGE) (“WageWorks”), to become a leading administrator of health savings accounts (“HSAs”) and complementar

Amended and Restated Certificate of Incorporation of WageWorks, Inc.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WAGEWORKS, INC. * * * * * * * * ARTICLE I. The name of the corporation (the “Corporation”) is: WageWorks, Inc. ARTICLE II. The address of the registered office of the Corporation in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, in the county of New Castle. The name of the registere

Amended and Restated Bylaws of WageWorks, Inc.

Exhibit 3.2 WAGEWORKS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE AMENDED AND RESTATED BYLAWS ARTICLE I. OFFICES. The registered office of WageWorks, Inc. (the “Corporation”) shall be located in the state of Delaware and shall be at such address as shall be set forth in the Certificate of Incorporation. The registered agent of the Corporation at such address shall be as set forth in

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 28, 2019 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Number)

WAGE / WageWorks Inc. CORRESP - -

CORRESP August 27, 2019 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Donna Di Silvio Bill Thompson Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 File No. 001-35232 Dear Ms. Di Silvio and Mr. Thompson: WageWorks, Inc. (the “Company”, “

WAGE / WageWorks Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D . C . 20549 DIVISION OF CORPORATION FINANCE August 14, 2019 Izzy Dawood Chief Financial Officer WAGEWORKS, INC. 1100 Park Place, 4th Floor San Mateo, California 94403 Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 File No. 001-35232 Dear Mr. Dawood: We have rev

WAGE / WageWorks Inc. TEXT-EXTRACT - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D . C . 20549 DIVISION OF CORPORATION FINANCE August 14, 2019 Izzy Dawood Chief Financial Officer WAGEWORKS, INC. 1100 Park Place, 4th Floor San Mateo, California 94403 Re: WAGEWORKS, INC. Form 10-K for the Fiscal Year Ended December 31, 2018 Filed May 30, 2019 Form 8-K filed June 28, 2019 File No. 001-35232 Dear Mr. Dawood: We have rev

Non-GAAP Financial Information In an effort to provide additional and useful information regarding the Company’s financial results and other financial information as determined by generally accepted accounting principles (GAAP), certain materials in

EX-99.1 Supplemental Financial Presentation Q2 2019 August 2019 Exhibit 99.1 Non-GAAP Financial Information In an effort to provide additional and useful information regarding the Company’s financial results and other financial information as determined by generally accepted accounting principles (GAAP), certain materials in this presentation include non-GAAP information. The Company believes the

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2019 WAGEWORKS, INC. (Exact name of registrant as specified in charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporation) (Commission File Number)

Lease Agreement between Union Mesa 1, LLC and Registrant dated June 11, 2019

mesasiteleaseagreement

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEWORKS,

Regulation FD Disclosure, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 29, 2019 WageWorks, Inc.

HealthEquity and WageWorks Announce HSR Clearance

EX-99.1 Exhibit 99.1 HealthEquity and WageWorks Announce HSR Clearance DRAPER, Utah and SAN MATEO, California, (Globe Newswire) July 30, 2019 — HealthEquity, Inc. (NASDAQ: HQY) (“HealthEquity”) and WageWorks, Inc., (NYSE: WAGE) (“WageWorks”) today announced that they have received notification of early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976

WAGE / WageWorks Inc. DEFM14A - - DEFINITIVE PROXY STATEMENT PERTAINING TO A MERGER

Definitive Proxy Statement Pertaining to a Merger Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

WAGE / WageWorks Inc. PREM14A - - PRELIMINARY PROXY STATEMENT PERTAINING TO A MERGER

Preliminary Proxy Statement Pertaining to a Merger Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

WAGE / WageWorks Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

WAGE / WageWorks Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

WAGE / WageWorks Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

Non-GAAP Financial Information In an effort to provide additional and useful information regarding the Company’s financial results and other financial information as determined by generally accepted accounting principles (GAAP), certain materials in

EX-99.1 Supplemental Financial Presentation Q1 2019 June 2019 Exhibit 99.1 Non-GAAP Financial Information In an effort to provide additional and useful information regarding the Company’s financial results and other financial information as determined by generally accepted accounting principles (GAAP), certain materials in this presentation include non-GAAP information. The Company believes the pr

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2019 WAGEWORKS, INC. (Exact name of registrant as specified in charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporation) (Commission File Numb

Amended and Restated Bylaws of WageWorks.

EX-3.1 3 d750908dex31.htm EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED BYLAWS OF WAGEWORKS, INC. (as amended and restated on June 23, 2019) TABLE OF CONTENTS Page ARTICLE I – CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices. 1 ARTICLE II – MEETINGS OF STOCKHOLDERS 1 2.1 Place of Meetings. 1 2.2 Annual Meeting. 1 2.3 Special Meeting. 1 2.4 Advance Notice Procedures. 2 2.5 Notice of

Agreement and Plan of Merger, dated as of June 26, 2019, by and among HealthEquity, Inc., Pacific Merger Sub Inc. and WageWorks, Inc.

EX-2.1 2 d750908dex21.htm EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among HEALTHEQUITY, INC. PACIFIC MERGER SUB INC. and WAGEWORKS, INC. Dated as of June 26, 2019 TABLE OF CONTENTS Page ARTICLE I. THE MERGER 1 Section 1.1. The Merger 1 Section 1.2. Closing 1 Section 1.3. Effective Time 2 Section 1.4. Effects of the Merger 2 Section 1.5. Certificate of Incorporation and By-laws of the Survivi

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d750908d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 27, 2019 (June 26, 2019) WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of I

WAGE / WageWorks Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

WAGE / WageWorks Inc. DEFA14A - - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 27, 2019 (June 26, 2019) WageWorks, Inc.

Amended and Restated Bylaws of WageWorks.

EX-3.1 3 d750908dex31.htm EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED BYLAWS OF WAGEWORKS, INC. (as amended and restated on June 23, 2019) TABLE OF CONTENTS Page ARTICLE I – CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices. 1 ARTICLE II – MEETINGS OF STOCKHOLDERS 1 2.1 Place of Meetings. 1 2.2 Annual Meeting. 1 2.3 Special Meeting. 1 2.4 Advance Notice Procedures. 2 2.5 Notice of

Agreement and Plan of Merger, dated as of June 26, 2019, by and among HealthEquity, Inc., Pacific Merger Sub Inc. and WageWorks, Inc.*

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among HEALTHEQUITY, INC. PACIFIC MERGER SUB INC. and WAGEWORKS, INC. Dated as of June 26, 2019 TABLE OF CONTENTS Page ARTICLE I. THE MERGER 1 Section 1.1. The Merger 1 Section 1.2. Closing 1 Section 1.3. Effective Time 2 Section 1.4. Effects of the Merger 2 Section 1.5. Certificate of Incorporation and By-laws of the Surviving Corporation 2 Section 1

Registration Statement on Form S-8 (Registration No. 333-232403), filed with the SEC on June 27, 2019, which registered the offering of an aggregate of 3,796,242 shares of Common Stock, which included (A) 3,000,000 shares of Common Stock authorized for issuance under the 2010 Plan, and (B) 796,242 shares of Common Stock authorized for issuance under the ESPP.

As filed with the Securities and Exchange Commission on June 27, 2019 Registration No.

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d722922d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 27, 2019 (June 26, 2019) WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of I

HealthEquity to Acquire WageWorks Accelerating Market-Wide Transition to HSAs Delivers sustained growth, significant synergies, rapid deleveraging

EX-99.1 Exhibit 99.1 HealthEquity to Acquire WageWorks Accelerating Market-Wide Transition to HSAs Delivers sustained growth, significant synergies, rapid deleveraging DRAPER, Utah and SAN MATEO, California., (Globe Newswire) June 27, 2019 – HealthEquity, Inc. (NASDAQ: HQY) (“HealthEquity”), the nation’s largest independent health savings account (“HSA”) non-bank custodian, and WageWorks, Inc., (N

Dawood Offer Letter

offerletterdawoodismlsig Exhibit 10.35

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEW

Form of Change in Control and Severance Agreement

Exhibit 10.30 WAGEWORKS, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is made between WageWorks, Inc. (the “Company”) and (the “Executive”), effective on the date of the Company’s signature below. This Agreement provides certain protections to the Executive in connection with a change in control of the Company or in connection with

Description of Capital Stock

Exhibit 4.9 DESCRIPTION OF CAPITAL STOCK General The following is a summary of the rights of our common stock and preferred stock and certain provisions of our restated certificate of incorporation and amended and restated bylaws. For more detailed information, please see our amended and restated certificate of incorporation and amended and restated bylaws, which are filed as exhibits to the regis

List of subsidiaries of Registrant

EX-21.1 4 wage-ex211q42018.htm EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES OF WAGEWORKS, INC. • WageWorks India, Inc. • WageWorks Service LLP (India)

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEWORKS, INC

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 d748841d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 9, 2019 WAGEWORKS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Com

Reporting Extension Agreement and Waiver, 4th Agreement, dated May 9, 2019

EX-10.1 Exhibit 10.1 REPORTING EXTENSION AGREEMENT AND WAIVER This REPORTING EXTENSION AGREEMENT AND WAIVER (this “Agreement”), is dated as of May 9, 2019 (the “Effective Date”), by and among WAGEWORKS, INC., a Delaware corporation (the “Borrower”), the several financial institutions from time to time party to the Credit Agreement (as defined below), as lenders (the “Lenders”), and MUFG UNION BANK

WAGE / WageWorks Inc. NT 10-Q NT 10-Q

NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-35232 FORM 12b-25 CUSIP Number 930427109 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K

WAGE / WageWorks Inc. 10-Q/A (Quarterly Report) Q3 2017 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

WAGE / WageWorks Inc. 10-Q/A (Quarterly Report) 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numb

WAGE / WageWorks Inc. 10-Q/A (Quarterly Report) 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Num

List of subsidiaries of Registrant

EX-21.1 2 wage-ex21110ka.htm EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES OF WAGEWORKS, INC. • Benefit Concepts, Inc. of Rhode Island (Rhode Island) • WageWorks India, Inc. • WageWorks Service LLP (India)

WAGE / WageWorks Inc. 10-K/A (Annual Report) 10-K/A - DECEMBER 31, 2016

10-K/A 1 wage-2016x10ka.htm 10-K/A - DECEMBER 31, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2019 WAGEWORKS, INC.

WageWorks Provides Update on Form 10-K Filing

EX-99.1 Exhibit 99.1 WageWorks Provides Update on Form 10-K Filing SAN MATEO, Calif., March 25, 2019 — WageWorks, Inc. (NYSE: WAGE), a leader in administering Consumer-Directed Benefits, today provided an update regarding its Form 10-K for the fiscal year ended December 31, 2018 (the “Form 10-K”). As reported by WageWorks in its Form 12b-25 filed with the Securities and Exchange Commission (the “S

Current Report

8-K 1 d717078d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2019 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporatio

WAGE / WageWorks Inc. 10-Q (Quarterly Report)

10-Q 1 wage-q32018x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

PRELIMINARY DRAFT – CONFIDENTIAL Safe Harbor Forward-Looking Statements Some of the information in this presentation and the accompanying oral presentation is not historical in nature and may constitute forward-looking statements, which are made purs

EX-99.1 3 d719718dex991.htm EX-99.1 Exhibit 99.1 Investor Presentation March 2019 1Exhibit 99.1 Investor Presentation March 2019 1 PRELIMINARY DRAFT – CONFIDENTIAL Safe Harbor Forward-Looking Statements Some of the information in this presentation and the accompanying oral presentation is not historical in nature and may constitute forward-looking statements, which are made pursuant to the safe ha

Reporting Extension Agreement and Waiver, 3rd Agreement, dated March 14, 2019

EX-10.1 Exhibit 10.1 Execution Copy REPORTING EXTENSION AGREEMENT This REPORTING EXTENSION AGREEMENT (this “Agreement”), is dated as of March 14, 2019 (the “Effective Date”), by and among WAGEWORKS, INC., a Delaware corporation (the “Borrower”), the several financial institutions from time to time party to the Credit Agreement (as defined below), as lenders (the “Lenders”), and MUFG UNION BANK, N.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d719718d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2019 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpo

WAGE / WageWorks Inc. 10-Q/A (Quarterly Report)

10-Q/A 1 wage-q22016x10qa.htm 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transitio

WAGE / WageWorks Inc. 10-Q (Quarterly Report)

10-Q 1 wage-q12018x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

WAGE / WageWorks Inc. 2017 FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEWORKS, INC

WAGE / WageWorks Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEWORKS,

List of subsidiaries of Registrant

EX-21.1 2 wage-ex211q42017.htm EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES OF WAGEWORKS, INC. • WageWorks India, Inc. • WageWorks Service LLP (India)

WAGE / WageWorks Inc. 10-Q/A (Quarterly Report)

10-Q/A 1 wage-q32016x10qa.htm 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the tran

WageWorks Announces Investor Conference Call to Review Financial Results and Outlook

EX-99.1 2 d722868dex991.htm EX-99.1 Exhibit 99.1 WageWorks Announces Investor Conference Call to Review Financial Results and Outlook SAN MATEO, Calif., March 14, 2019 — WageWorks, Inc. (NYSE: WAGE), a leader in administering Consumer-Directed Benefits, announced today that it will be hosting an investor call to discuss the company’s recent financial results and outlook on Monday, March 18, 2019 a

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d722868d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2019 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporatio

WAGE / WageWorks Inc. NT 10-K

NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-35232 NOTIFICATION OF LATE FILING CUSIP Number 930427109 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11

WAGE / WageWorks Inc. / TimesSquare Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A 1 d631956dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of l934 (Amendment No. 6)1 WageWorks, Inc (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

WAGE / WageWorks Inc. / FMR LLC / Fidelity Passive Investment

SCHEDULE 13G Amendment No. 0 WAGEWORKS INC COMMON STOCK Cusip #930427109 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #930427109 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 1,200,055 Item 6: 0 Item 7: 3,213,210 Item 8: 0 Item 9: 3,213,210 Item 11: 8.106%

WAGE / WageWorks Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 wageworksinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6 )* Name of issuer: WageWorks Inc Title of Class of Securities: Common Stock CUSIP Number: 930427109 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to designate the rule pursuant to which th

WAGE / WageWorks Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 us9304271094013119.txt us9304271094013119.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 6) WAGEWORKS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 930427109 - (CUSIP Number) December 31, 2018 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2018 WAGEWORKS, INC.

WAGE / WageWorks Inc. / Conestoga Capital Advisors, LLC - CONESTOGA CAPITAL ADVISORS Passive Investment

SC 13G 1 wage10819.htm CONESTOGA CAPITAL ADVISORS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WAGEWORKS, INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to d

Other Events

8-K 1 d628759d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of inco

WAGE / WageWorks Inc. NT 10-Q

NT 10-Q 1 d612985dnt10q.htm NT 10-Q SEC File Number 001-35232 CUSIP Number 930427109 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐

Letter from KPMG LLP to the Securities and Exchange Commission dated November 6, 2018.

EX-16.1 Exhibit 16.1 KPMG LLP Suite 1400 55 Second Street San Francisco, CA 94105 November 6, 2018 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for WageWorks, Inc. and, under the date of February 25, 2016, we reported on the consolidated financial statements of WageWorks, Inc. as of and for the years ended December 31, 201

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Results of Operations and Financial Condition

8-K 1 d646718d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incor

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d642973d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d635684d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report October 10, 2018 (Date of earliest event reported) WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporati

WAGE / WageWorks Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 wageworksinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: WageWorks Inc Title of Class of Securities: Common Stock CUSIP Number: 930427109 Date of Event Which Requires Filing of this Statement: September 28, 2018 Check the appropriate box to designate the rule pursuant to which t

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 d619701d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of inc

WageWorks Provides Update on Business and Financial Reporting Matters Initiates Full Year 2018 Guidance; Obtains extension for continued listing on the New York Stock Exchange

EX-99.1 2 d619701dex991.htm EX-99.1 Exhibit 99.1 WageWorks Provides Update on Business and Financial Reporting Matters Initiates Full Year 2018 Guidance; Obtains extension for continued listing on the New York Stock Exchange SAN MATEO, Calif., September 12, 2018 — WageWorks, Inc. (NYSE: WAGE), a leader in administering Consumer-Directed Benefits, announced that as previously disclosed, the Company

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d616415d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of inco

WageWorks Announces Changes to the Board of Directors

EX-99.1 2 d616415dex991.htm EX-99.1 Exhibit 99.1 WageWorks Announces Changes to the Board of Directors SAN MATEO, Calif., September 12, 2018 — WageWorks, Inc. (NYSE: WAGE), a leader in administering Consumer-Directed Benefits, today announced the appointment of Stuart C. Harvey Jr. as Executive Chairman of the Board of Directors. He replaces Joseph L. Jackson, who resigned as Executive Chairman of

WAGE / WageWorks Inc. NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-35232 NOTIFICATION OF LATE FILING CUSIP Number 930427109 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2018 WAGEWORKS, INC.

Reporting Extension Agreement and Waiver, 2nd Agreement, dated June 28, 2018

EX-10.1 2 d641966dex101.htm EX-10.1 Exhibit 10.1 REPORTING EXTENSION AGREEMENT This REPORTING EXTENSION AGREEMENT (this “Agreement”), is dated as of June 28, 2018 (the “Effective Date”), by and among WAGEWORKS, INC., a Delaware corporation (the “Borrower”), the several financial institutions from time to time party to the Credit Agreement (as defined below) as lenders (the “Lenders”), and MUFG UNI

Results of Operations and Financial Condition, Other Events

8-K 1 d586030d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report May 10, 2018 (Date of earliest event reported) WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporat

WAGE / WageWorks Inc. NT 10-Q

NT 10-Q 1 d586022dnt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-35232 CUSIP Number 930427109 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Tra

WAGE / WageWorks Inc. / DF DENT & CO INC - WAGE13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.F. 20549 SCHEDULE 13G/A WAGEWORKS INC. Common Stock 930427109 Item 1. a. Wageworks Inc. b. 1100 Park Place, 4th Floor San Mateo, CA 94403 Item 2. a. D.F. Dent & Company, Inc. b. 400 East Pratt Street, 7th Floor Baltimore, Maryland 21202 c. Incorporated in the State of Maryland d. Common stock e. 930427109 Item 3. Investment adviser reg

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d557999d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report April 9, 2018 (Date of earliest event reported) WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpora

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report April 5, 2018 (Date of earliest event reported) WageWorks, Inc.

WageWorks Announces Organizational Changes and Provides Update on Financial Reporting Matters Company appoints Edgar Montes as Chief Executive Officer; Joe Jackson to Become Executive Chairman; Company Announces Additional Leadership Changes Company

EX-99.1 Exhibit 99.1 WageWorks Announces Organizational Changes and Provides Update on Financial Reporting Matters Company appoints Edgar Montes as Chief Executive Officer; Joe Jackson to Become Executive Chairman; Company Announces Additional Leadership Changes Company to Restate Certain Financial Results; Restatement Not Expected to Affect the Company’s Business Operations SAN MATEO, Calif., Apr

Reporting Extension Agreement and Waiver, 1st Agreement, dated March 22, 2018

EX-10.1 2 d556083dex101.htm EX-10.1 Exhibit 10.1 REPORTING EXTENSION AGREEMENT This REPORTING EXTENSION AGREEMENT (this “Agreement”), is dated as of March 22, 2018 (the “Effective Date”), by and among WAGEWORKS, INC., a Delaware corporation (the “Borrower”), the several financial institutions from time to time party to the Credit Agreement (as defined below) as lenders (the “Lenders”), and MUFG UN

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d556083d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpo

Current Report

8-K 1 d537996d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2018 WAGEWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpo

WageWorks Provides Update on Form 10-K Filing

EX-99.1 2 d537996dex991.htm EX-99.1 Exhibit 99.1 WageWorks Provides Update on Form 10-K Filing SAN MATEO, Calif., March 19, 2018 — WageWorks, Inc. (NYSE: WAGE), a leader in administering Consumer-Directed Benefits, today provided an update regarding its Form 10-K for the fiscal year ended December 31, 2017 (the “Form 10-K”). As reported by WageWorks in its Form 12b-25 filed with the Securities and

WAGE / WageWorks Inc. FORM 12B-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-35232 NOTIFICATION OF LATE FILING CUSIP Number 930427109 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra

WAGE / WageWorks Inc. / TimesSquare Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A 1 d533958dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)1 WageWorks, Inc (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

WAGE / WageWorks Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 wageworksinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: WageWorks Inc Title of Class of Securities: Common Stock CUSIP Number: 930427109 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to designate the rule pursuant to which th

WAGE / WageWorks Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 us9304271094011718.txt us9304271094011718.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 5) WAGEWORKS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 930427109 - (CUSIP Number) December 31, 2017 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

WAGE / WageWorks Inc. / DF DENT & CO INC - WAGE 13G Passive Investment

SC 13G 1 wageover5jan2018.txt WAGE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.F. 20549 SCHEDULE 13G/A WAGEWORKS INC. Common Stock 930427109 Item 1. a. Wageworks Inc. b. 1100 Park Place, 4th Floor San Mateo, CA 94403 Item 2. a. D.F. Dent & Company, Inc. b. 400 East Pratt Street, 7th Floor Baltimore, Maryland 21202 c. Incorporated in the State of Maryland d. Common stock e. 9

WageWorks Reports Third Quarter 2017 Financial Results

Exhibit EXHIBIT 99.1 WageWorks Reports Third Quarter 2017 Financial Results ? Total revenue in the third quarter 2017 of $115.7 million , a 30 percent increase year-over-year ? Third quarter 2017 GAAP net income of $9.7 million or $0.24 per diluted share ? Third quarter 2017 non-GAAP net income of $18.0 million or $0.45 per diluted shares, a 43 percent increase year-over-year ? Third quarter 2017

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 8, 2017 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

WAGE / WageWorks Inc. 10-Q (Quarterly Report)

10-Q 1 wage-q32017x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 q220178-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 1, 2017 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation)

WageWorks Reports Second Quarter 2017 Financial Results

EX-99.1 2 q22017exhibit991.htm EXHIBIT 99.1 EXHIBIT 99.1 WageWorks Reports Second Quarter 2017 Financial Results • Total revenue in the second quarter 2017 of $119.9 million, a 37 percent increase year-over-year • Second quarter 2017 GAAP net income of $19.1 million or $0.49 per diluted share • Second quarter 2017 non-GAAP net income of $17.7 million or $0.46 per diluted shares, a 33 percent incre

Second Amended and Restated Credit Agreement, by and among Registrant, MUFG Union Bank, N.A. (formerly Union Bank, N.A.), Wells Fargo Bank National Association, Suntrust Bank, UMB Bank, N.A., KeyBank National Association, and Comerica Bank dated June 5, 2015

EX-10.10H 2 wage-63017xexhibit1010h.htm EXHIBIT 10.10H Exhibit 10.10H SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 4, 2017 among WAGEWORKS, INC., as Borrower, CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, MUFG UNION BANK, N.A., as Administrative Agent, Joint Lead Arranger, Joint Bookrunner, Swing Line Lender and L/C Issuer, WELLS FARGO SECURITIES, LLC, as Joint Lead Arranger a

WAGE / WageWorks Inc. 10-Q (Quarterly Report)

10-Q 1 wage-q22017x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F

LETTER

Mail Stop 3561 June 29, 2017 Joseph Jackson Chief Executive Officer WageWorks, Inc.

WageWorks ESP

CORRESP 1 filename1.htm June 27, 2017 Via EDGAR and Overnight Delivery Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Mara L. Ransom Daniel Porco Re: WageWorks, Inc. Form 10-K for the Fiscal Year Ended December 31, 2016 Filed February 23, 2017 Definitive Proxy Statement on Schedule 14A Filed March 17, 2017 File No. 001-3

Financial Statements and Exhibits, Other Events

8-K 1 d397801d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 19, 2017 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporation)

2,500,000 Shares WageWorks, Inc. Common Stock UNDERWRITING AGREEMENT

EX-1.1 2 d397801dex11.htm EX-1.1 Exhibit 1.1 2,500,000 Shares WageWorks, Inc. Common Stock UNDERWRITING AGREEMENT June 19, 2017 WILLIAM BLAIR & COMPANY, L.L.C. STIFEL, NICOLAUS & COMPANY, INCORPORATED, As Representatives of the Several Underwriters, c/o William Blair & Company, L.L.C., 222 West Adams Street, Suite 3400 Chicago, IL 60606 Dear Sirs: 1. Introductory. WageWorks, Inc., a Delaware corpo

Prospectus Supplement to Prospectus dated June 19, 2017 2,500,000 Shares Common Stock

424B5 1 d376299d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-218815 Prospectus Supplement to Prospectus dated June 19, 2017 2,500,000 Shares Common Stock We and the selling stockholders identified in this prospectus supplement are offering 1,954,852 shares and 545,148 shares, respectively, of WageWorks, Inc. common stock in this offering. We will not rece

SUBJECT TO COMPLETION, DATED June 19, 2017 Prospectus Supplement to Prospectus dated June 19, 2017 2,500,000 Shares Common Stock

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-218815 The information in this prospectus supplement is not complete and may be changed. This prospectus supplement is not an offer to sell these securities and neither we nor the selling stockholders are soliciting an offer to buy these securities in any state where the offer or sale is not permitted. SUBJECT TO COMPLET

WageWorks FORM S-3ASR

Form S-3ASR Table of Contents As filed with the Securities and Exchange Commission on June 19, 2017 Registration No.

WageWorks Files Shelf Registration Statement for Proposed Follow-On Offering

EX-99.1 Exhibit 99.1 Investor Contact: Media Contact: Staci Mortenson Kimberly Wilford ICR General Counsel 203-682-8273 650-577-5209 [email protected] [email protected] WageWorks Files Shelf Registration Statement for Proposed Follow-On Offering SAN MATEO, CA (June 19, 2017) ? WageWorks, Inc. (NYSE: WAGE) today announced that it has filed an automatically effective shelf registrat

WageWorks FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 19, 2017 WageWorks, Inc.

Unaudited Pro Forma Condensed Combined Statement of Income of WageWorks, Inc. and the ADP COBRA/CHSA Business

EX-99.2 3 d392393dex992.htm EX-99.2 Exhibit 99.2 Unaudited Pro Forma Condensed Combined Statement of Income of WageWorks, Inc. and the ADP COBRA/CHSA Business The unaudited pro forma condensed combined statement of income for the year ended December 31, 2016 updates the previously filed pro forma condensed financial statement included in our Form 8-K/A dated February 3, 2017. Accordingly, the unau

LETTER

Mail Stop 3561 June 14, 2017 Joseph Jackson Chief Executive Officer WageWorks, Inc.

WAGE / WageWorks Inc. / FMR LLC / Fidelity Passive Investment

SC 13G/A 1 filing.txt SCHEDULE 13G Amendment No. 4 WAGEWORKS INC COMMON STOCK Cusip #930427109 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #930427109 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 78,481 Item 6: 0 Item 7: 1,633,934 Item 8: 0 Item 9: 1,633,9

Registration Statement on Form S-8 (Registration No. 333-217759), filed with the SEC on May 8, 2017, which registered the offering of an aggregate of 1,845,083 shares of Common Stock, which included (A) 1,476,067 shares of Common Stock authorized for issuance under the 2010 Plan, and (B) 369,016 shares of Common Stock authorized for issuance under the ESPP; and

S-8 As filed with the Securities and Exchange Commission on May 8, 2017 Registration No.

WageWorks 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232

WageWorks Reports First Quarter 2017 Financial Results

EX-99.1 2 exh991.htm PRESS RELEASE Exhibit 99.1 WageWorks Reports First Quarter 2017 Financial Results Total revenue in the first quarter 2017 of $125.0 million, a 44 percent increase year-over-year First quarter 2017 GAAP net income of $11.1 million or $0.29 per diluted share, a 91% increase year-over-year First quarter 2017 non-GAAP net income of $17.6 million or $0.46 per diluted shares, a 48%

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 4, 2017 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I

Submission of Matters to a Vote of Security Holders

8-K 1 d372583d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 27, 2017 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpor

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d298463d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 17, 2017 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpor

Third Amended and Restated Employment Agreement between Registrant and Joseph Jackson dated April 18, 2017

EX-10.1 2 d298463dex101.htm EX-10.1 Exhibit 10.1 THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of the 17th day of April 2017 (the “Effective Date”) by and between WageWorks, Inc., a Delaware corporation (the “Corporation”), and Joseph L. Jackson (“Executive”). WHEREAS, Executive previously entered into an employment

Form of Amended and Restated Executive Severance Benefit Agreement

EX-10.2 3 d298463dex102.htm EX-10.2 Exhibit 10.2 AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFIT AGREEMENT THIS AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFIT AGREEMENT (the “Agreement”) is entered into by and between WageWorks, Inc., a Delaware corporation (the “Corporation”), and (the “Executive”), effective , 2017 (the “Effective Date”). WHEREAS, the Corporation and the Executive previously

WageWorks 8-K/A (Current Report/Significant Event)

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No.

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d297572d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 4, 2017 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpora

WageWorks DEF 14A

DEF 14A 1 d340227ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 8, 2017 WageWorks, Inc.

WageWorks 2016 10-K (Annual Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEW

WageWorks Reports Fourth Quarter and Full Year 2016 Financial Results

EX-99.1 2 exhibit991q42016.htm EXHIBIT 99.1 EXHIBIT 99.1 WageWorks Reports Fourth Quarter and Full Year 2016 Financial Results • Fourth quarter 2016 total revenue of $101.1 million, a 22 percent increase year-over-year • Full year 2016 total revenue of $364.7 million • Fourth quarter 2016 GAAP net income of $5.7 million or $0.15 per diluted share, Non-GAAP net income of $13.6 million or $0.36 per

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): February 23, 2017 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Numb

FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

EX-10.10G 2 wage-exhibit1010g.htm EXHIBIT 10.10G FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), is dated as of August 1, 2016 (the "Effective Date"), by and among WAGEWORKS, INC., a Delaware corporation (the "Borrower"), the several financial institutions from time to time party to the Credit Agreement (as

SUBSIDIARIES OF WAGEWORKS, INC.

Exhibit 21.1 SUBSIDIARIES OF WAGEWORKS, INC. • Benefit Concepts, Inc. of Rhode Island (Rhode Island) • WageWorks India, Inc. • WageWorks Service LLP (India)

WAGE / WageWorks Inc. / FMR LLC / Fidelity Passive Investment

SCHEDULE 13G Amendment No. 3 WAGEWORKS INC COMMON STOCK Cusip #930427109 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #930427109 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 108,943 Item 6: 0 Item 7: 3,954,229 Item 8: 0 Item 9: 3,954,229 Item 11: 10.791% I

WageWorks 3G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A 1 wageworksinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: WageWorks Inc Title of Class of Securities: Common Stock CUSIP Number: 930427109 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rule pursuant to which th

WAGE / WageWorks Inc. / TimesSquare Capital Management, LLC - SCHEDULE 13G AMENDMENT NO. 4 Passive Investment

SC 13G/A 1 d333614dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 4 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)1 Wageworks, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appro

WAGE / WageWorks Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* WageWorks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 930427109 (CUSIP Number) December 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

ADP COBRA/CHSA Business (product lines of Automatic Data Processing, Inc.) Abbreviated Financial Statements

EX-99.2 4 d341908dex992.htm EX-99.2 Exhibit 99.2 ADP COBRA/CHSA Business (product lines of Automatic Data Processing, Inc.) Abbreviated Financial Statements ADP COBRA/CHSA Business (product lines of Automatic Data Processing, Inc.) Table of Contents FINANCIAL STATEMENTS (unaudited) Statements of Assets Acquired and Liabilities Assumed as of September 30, 2016 2 Statements of Revenue and Direct Exp

Unaudited Pro Forma Condensed Combined Financial Statements of WageWorks, Inc. and the ADP COBRA/CHSA Business

EX-99.3 5 d341908dex993.htm EX-99.3 Exhibit 99.3 Unaudited Pro Forma Condensed Combined Financial Statements of WageWorks, Inc. and the ADP COBRA/CHSA Business Pursuant to the terms and conditions of that certain Asset Purchase Agreement, dated as of November 1, 2016 (the “APA”), by and among WageWorks, Inc., a Delaware corporation (the “Company”), on the one hand, and ADP, LLC, a Delaware limited

ADP COBRA/CHSA Business (product lines of Automatic Data Processing, Inc.) Abbreviated Financial Statements

EX-99.1 3 d341908dex991.htm EX-99.1 Table of Contents Exhibit 99.1 ADP COBRA/CHSA Business (product lines of Automatic Data Processing, Inc.) Abbreviated Financial Statements Table of Contents ADP COBRA/CHSA Business (product lines of Automatic Data Processing, Inc.) Table of Contents INDEPENDENT AUDITORS’ REPORT 2 FINANCIAL STATEMENTS Statements of Assets Acquired and Liabilities Assumed as of Ju

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

WageWorks 3G/A (Passive Acquisition of More Than 5% of Shares)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) WAGEWORKS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 930427109 - (CUSIP Number) December 31, 2016 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 8, 2016 WageWorks, Inc.

Completion of Acquisition or Disposition of Assets

8-K 1 d288805d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 28, 2016 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incor

WageWorks Q3 2016 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35

First Amendment to the Second Amendment to Credit Agreement, by and among Registrant, MUFG Union Bank, N.A. (formerly Union Bank, N.A.), MHM Resources, LLC and Benefit Concepts, Inc. of Rhode Island, dated August 1, 2016.

EX-10.10G 2 wage-93016xexhibit1010g.htm EXHIBIT 10.10G FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), is dated as of August 1, 2016 (the "Effective Date"), by and among WAGEWORKS, INC., a Delaware corporation (the "Borrower"), the several financial institutions from time to time party to the Credit Agreemen

WageWorks Reports Third Quarter 2016 Financial Results

Exhibit EXHIBIT 99.1 WageWorks Reports Third Quarter 2016 Financial Results ? Total revenue in the third quarter 2016 of $88.9 million ? Third quarter 2016 GAAP net income of $5.9 million or $0.16 per diluted share, Non-GAAP net income of $12.6 million or $0.34 per diluted share ? Third quarter 2016 non-GAAP adjusted EBITDA of $26.5 million SAN MATEO, Calif., November 9, 2016 (GLOBE NEWSWIRE) - Wa

WageWorks Q3 2016 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 9, 2016 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission F

WageWorks 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 1, 2016 WageWorks, Inc.

WageWorks Acquires ADP’s Consumer Health Spending Account and Consolidated Omnibus Reconciliation Act Businesses to Further Its Leadership Position in Consumer-Directed Benefits

EX-99.1 2 d284248dex991.htm EX-99.1 Exhibit 99.1 Media Contact: Investor Contact: Britta Meyer Staci Mortenson Chief Marketing Officer ICR 650.577.5208 203.682.8273 [email protected] [email protected] WageWorks Acquires ADP’s Consumer Health Spending Account and Consolidated Omnibus Reconciliation Act Businesses to Further Its Leadership Position in Consumer-Directed Benefits SAN

Amended and Restated Bylaws of Registrant

EX-3.1 2 d268421dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF WAGEWORKS, INC. (as amended and restated on October 26, 2016) TABLE OF CONTENTS Page ARTICLE I – CORPORATE OFFICES 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE II – MEETINGS OF STOCKHOLDERS 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Advance Notice Procedures 2 2.5 Notice of Stockholde

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 d268421d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 26, 2016 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorp

LETTER

Mail Stop 3561 October 25, 2016 Colm Callan Chief Financial Officer WageWorks, Inc.

WageWorks 3G/A (Passive Acquisition of More Than 5% of Shares)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) WAGEWORKS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 930427109 - (CUSIP Number) September 30, 2016 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

WageWorks ESP

CORRESP 1 filename1.htm 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com September 30, 2016 CERTAIN INFORMATION HAS BEEN OMITTED FROM THE EDGAR FILED COPY OF THIS LETTER PURSUANT TO 17 C.F.R. §200.83 AND PROVIDED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. THE OMITT

LETTER

Mail Stop 3561 September 22, 2016 Colm Callan Chief Financial Officer WageWorks, Inc.

WAGE / WageWorks Inc. / DF DENT & CO INC - WAGE UNDER 5% FILING Passive Investment

SC 13G 1 wageunder5sept2016.txt WAGE UNDER 5% FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.F. 20549 SCHEDULE 13G/A WAGEWORKS INC. Common Stock 930427109 Item 1. a. Wageworks Inc. b. 1100 Park Place, 4th Floor San Mateo, CA 94403 Item 2. a. D.F. Dent & Company, Inc. b. 400 East Pratt Street, 7th Floor Baltimore, Maryland 21202 c. Incorporated in the State of Maryland d. Com

WageWorks Q2 2016 10-Q (Quarterly Report)

10-Q 1 wage-05052016x10q.htm Q2 2016 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co

WageWorks Reports Second Quarter 2016 Financial Results

EX-99.1 2 exh991.htm PRESS RELEASE EXHIBIT 99.1 WageWorks Reports Second Quarter 2016 Financial Results Total revenue in the second quarter 2016 of $87.7 million Second quarter 2016 GAAP net income of $2.9 million or $0.08 per diluted share, Non-GAAP net income of $13.3 million or $0.36 per diluted share Second quarter 2016 non-GAAP adjusted EBITDA of $27.5 million, a 24 percent increase year-over

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 9, 2016 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Number)

WageWorks Reports Second Quarter 2016 Financial Results

EX-99.1 2 exh991.htm PRESS RELEASE EXHIBIT 99.1 WageWorks Reports Second Quarter 2016 Financial Results Total revenue in the second quarter 2016 of $87.7 million Second quarter 2016 GAAP net income of $2.9 million or $0.08 per diluted share, Non-GAAP net income of $13.3 million or $0.36 per diluted share Second quarter 2016 non-GAAP adjusted EBITDA of $27.5 million, a 24 percent increase year-over

Registration Statement on Form S-8 (Registration No. 333-211559), filed with the SEC on May 24, 2016, which registered the offering of an aggregate of 1,796,798 shares of Common Stock, which included (A) 1,437,439 shares of Common Stock authorized for issuance under the 2010 Plan, and (B) 359,359 shares of Common Stock authorized for issuance under the ESPP;

S-8 1 a2016s-8.htm S-8 As filed with the Securities and Exchange Commission on May 24, 2016 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S‑8 REGISTRATION STATEMENT Under The Securities Act of 1933 WageWorks, Inc. (Exact name of Registrant as specified in its charter) Delaware 94-3351864 (State or other jurisdiction of incorporation or organizat

WageWorks 10-Q (Quarterly Report)

10-Q 1 wage-20160331x10q.htm 10-Q  UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q    (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended March 31, 2016  OR   ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period

WageWorks Reports First Quarter 2016 Financial Results

EX-99.1 2 exh991.htm PRESS RELEASE EXHIBIT 99.1 WageWorks Reports First Quarter 2016 Financial Results Total revenue in the first quarter of $87.0 million First quarter 2016 GAAP net income of $5.8 million or $0.16 per diluted share, Non-GAAP net income of $11.9 million or $0.33 per diluted share First quarter 2016 non-GAAP adjusted EBITDA of $25.1 million, a 14 percent increase year-over-year SAN

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 5, 2016 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I

Submission of Matters to a Vote of Security Holders

8-K 1 f8k042916.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 28, 2016 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorpora

WageWorks DEF 14A

DEF 14A 1 d132153ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as

WageWorks 10-K (Annual Report)

10-K 1 wage-20151231x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

Second Amendment to Credit Agreement, by and among Registrant, MUFG Union Bank, N.A. (formerly Union Bank, N.A.), MHM Resources, LLC and Benefit Concepts, Inc. of Rhode Island, dated June 5, 2015

EX-10.10F 2 wage-20151231ex1010fa77a.htm EX-10.10F AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 5, 2015 among WAGEWORKS, INC., as Borrower, CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors MUFG UNION BANK, N.A., as Administrative Agent and L/C Issuer, and THE OTHER LENDERS PARTY HERETO MUFG UNION BANK, N.A., as Sole Lead Arranger and Sole Bookrunner WEST\258439317.6 319678-000089 Table of

SUBSIDIARIES OF WAGEWORKS, INC.

EX-21.1 3 wage-20151231xex211.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF WAGEWORKS, INC. · MHM Resources, LLC (Delaware) · Planned Benefit Systems Incorporated (Colorado) · Benefit Concepts, Inc. of Rhode Island (Rhode Island)

WageWorks Reports Fourth Quarter and Full Year 2015 Financial Results

EdgarFiling EXHIBIT 99.1 WageWorks Reports Fourth Quarter and Full Year 2015 Financial Results Fourth quarter 2015 total revenues of $83.1 million, a 6 percent increase year-over-year Full year 2015 total revenues of $334.3 million, a 25 percent increase year-over-year Fourth quarter 2015 GAAP net income of $6.2 million or $0.17 per diluted share. Non-GAAP net income per diluted share of $0.33 Ful

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 f8k021816.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): February 18, 2016 WageWorks, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35232 94-3351864 (State or Other Jurisdiction of Incorpo

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SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* WageWorks Inc (Name of Issuer) Common Stock (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

WAGE / WageWorks Inc. / FMR LLC / Fidelity Passive Investment

SCHEDULE 13G Amendment No. 2 WAGEWORKS INC COMMON STOCK Cusip #930427109 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #930427109 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 72,145 Item 6: 0 Item 7: 5,391,373 Item 8: 0 Item 9: 5,391,373 Item 11: 14.999% It

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 f8k021216.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 12, 2016 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorp

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SC 13G/A 1 wageworksinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: WageWorks Inc Title of Class of Securities: Common Stock CUSIP Number: 930427109 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rule pursuant to which th

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) WAGEWORKS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fil

WAGE / WageWorks Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WageWorks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

WAGE / WageWorks Inc. / TimesSquare Capital Management, LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)1 Wageworks, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

WageWorks 3G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A 1 wageworks.inc.2015.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) WAGEWORKS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 930427109 - (CUSIP Number) December 31, 2015 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 document.htm FORM 8-K FILING DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2015 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other juris

WageWorks Reports Third Quarter 2015 Financial Results

EX-99 2 newsrelease.htm PRESS RELEASE EXHIBIT 99.1 WageWorks Reports Third Quarter 2015 Financial Results Total revenue of $83.2 million, a 22 percent increase year-over-year Third quarter 2015 GAAP net income of $7.6 million or $0.21 per diluted share. Non-GAAP net income per diluted share of $0.36 Third quarter 2015 non-GAAP adjusted EBITDA of $26.5 million, a 47 percent increase year-over-year

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEW

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEWORKS,

WageWorks FORM 8-K FILING DOCUMENT (Current Report/Significant Event)

Form 8-K Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2015 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporation) (Comm

WageWorks Reports Second Quarter 2015 Financial Results

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SC 13G/A 1 filing.txt SCHEDULE 13G Amendment No. 1 WAGEWORKS INC COMMON STOCK Cusip #930427109 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #930427109 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 57,290 Item 6: 0 Item 7: 3,732,454 Item 8: 0 Item 9: 3,732,4

WageWorks FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 5, 2015 WageWorks, Inc.

Registration Statement on Form S-8 (Registration No. 333-204219), filed with the SEC on May 15, 2015, which registered the offering of an aggregate of 1,773,967 shares of Common Stock, which included (A) 1,419,174 shares of Common Stock authorized for issuance under the 2010 Plan, and (B) 354,793 shares of Common Stock authorized for issuance under the ESPP;

S-8 1 wage-20150515xs8.htm S-8 As filed with the Securities and Exchange Commission on May 15, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S‑8 REGISTRATION STATEMENT Under The Securities Act of 1933 WageWorks, Inc. (Exact name of Registrant as specified in its charter) Delaware 94-3351864 (State or other jurisdiction ofincorporation or or

Current Report

8-K 1 wage-20150508x8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 6, 2015 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporat

Second Amendment to lease, by and between Potawatomi Properties, L.L.C. and Registrant, dated February 9, 2015

Amendment 2 to Commercial Building Lease This Agreement made this 9th day of February, 2015 by and between Potawatomi Properties, LLC, hereinafter referred to as ?Lessor?, and Wageworks, Inc.

Lease Agreement by and between Park Place Realty Holding Company, Inc. and Registrant, dated April 10, 2014

OFFICE LEASE PARK PLACE AT BAY MEADOWS PARK PLACE REALTY HOLDING COMPANY, INC., a Delaware corporation, as Landlord, and WAGEWORKS, INC., a Delaware corporation, as Tenant. Page ARTICLE 1 PREMISES, BUILDING, PROJECT, AND COMMON AREAS 1 ARTICLE 2 LEASE TERM 2 ARTICLE 3 BASE RENT 3 ARTICLE 4 ADDITIONAL RENT 4 ARTICLE 5 USE OF PREMISES 10 ARTICLE 6 SERVICES AND UTILITIES 11 ARTICLE 7 REPAIRS 13 ARTIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEWORKS

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 document.htm FORM 8-K FILING DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 5, 2015 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdictio

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Lease Agreement by and between Freeport 9 Office Center, L.P. and Registrant, dated March 25, 2015

FREEPORT 9 OFFICE CENTER OFFICE LEASE AGREEMENT SECTION 1 LANDLORD AND TENANT Section 1.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

First Amendment to Lease by and between Corporate Center Phase II Limited Partnership and CONEXIS Benefit Administrators, LP, dated as of December 1, 2004

EX-10.27A 5 wage-20141231ex1027a8f70.htm EX-10.27A Exhibit 10.27A LEASE AMENDMENT NO. 1 THIS LEASE AMENDMENT NO. 1 (this "Amendment'') is made and entered into as of December 1, 2004 (the "Effective Date"), by and between Corporate Center Phase II Limited Partnership, a Delaware limited partnership ("Landlord"), and Conexis Benefits Administrators, L.P., a Texas limited partnership ("Tenant"). All

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EX-21.1 9 wage-20141231ex2112d6366.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF WAGEWORKS, INC. · MHM Resources, LLC (Delaware) · Planned Benefit Systems Incorporated (Colorado) · Benefit Concepts, Inc. of Rhode Island (Rhode Island)

Lease by and between Corporate Center Phase II Limited Partnership and CONEXIS Benefits Administrators, LP, dated as of August 26, 200

Exhibit 10.27 11/02 SOG(BY)-INS Revised 10/03 LEASE CORPORATE CENTER PHASE II LIMITED PARTNERSHIP, a Delaware limited partnership Landlord and CONEXIS BENEFITS ADMINISTRATORS, L.P. , a Texas limited partnership Tenant 10/02 SOG (BY)-INS Revised 10/03 629620.v l DALLAS:74008/000l3:1276703v6 Page I: USE AND RESTRICTIONS ON USE I 2. TERM 2 3. RENT 3 4. RENT ADJUSTMENTS 3 5. INTENTIONALLY DELETED 5 6.

Third Amendment to Office Lease Agreement by and among NNN Las Colinas Highlands, LLC, NNN Las Colinas Highlands 1, LLC, NNN Las Colinas Highlands 2, LLC, NNN Las Colinas Highlands 3, LLC, NNN Las Colinas Highlands 4, LLC, NNN Las Colinas Highlands 5, LLC, NNN Las Colinas Highlands 6, LLC, NNN Las Colinas Highlands 7, LLC, NNN Las Colinas Highlands 8, LLC, NNN Las Colinas Highlands 9, LLC, NNN Las Colinas Highlands 10, LLC, NNN Las Colinas Highlands 11, LLC, NNN Las Colinas Highlands 12, LLC, NNN Las Colinas Highlands 13, LLC, NNN Las Colinas Highlands 14, LLC, NNN Las Colinas Highlands 15, LLC, NNN Las Colinas Highlands 16, LLC, NNN Las Colinas Highlands 17, LLC, NNN Las Colinas Highlands 18, LLC, NNN Las Colinas Highlands 19, LLC, NNN Las Colinas Highlands 20, LLC, NNN Las Colinas Highlands 21, LLC, NNN Las Colinas Highlands 22, LLC, NNN Las Colinas Highlands 23, LLC, NNN Las Colinas Highlands 24, LLC, NNN Las Colinas Highlands 25, LLC, NNN Las Colinas Highlands 26, LLC, NNN Las Colinas Highlands 27, LLC, NNN Las Colinas Highlands 28, LLC, NNN Las Colinas Highlands 29, LLC, NNN Las Colinas Highlands 30, LLC, NNN Las Colinas Highlands 31, LLC, Triple Net Properties Realty, Inc. and CONEXIS Benefit Administrators, LP, dated January 14, 2009

Exhibit 10.27C THIRD AMENDMENT TO OFFIC E LEASE AGREEMENT THIS Third Amendment to Office Lease Agreement (this "Amendment ") is entered into as of January , 2009, between NNN Las Colinas Highlands, LLC, NNN Las Colinas Highlands l , LLC, NNN Las Colinas Highland s 2, LLC, NNN Las Colinas Highlands 3, LLC, NNN Las Colinas Highlands 4, LLC, NNN Las Colinas Highlands 5, LLC, NNN Las Colinas Highlands

First Amendment to Credit Agreement, by and among Registrant, MUFG Union Bank, N.A. (formerly Union Bank, N.A.), MHM Resources, LLC and Benefit Concepts, Inc. of Rhode Island, dated July 21, 2014

Exhibit 10.10E FIRST AMENDMENT TO CREDIT AGREEMENT This First Amendment to Credit Agreement (this ?Amendment?), is dated as of July 21, 2014 (the ?Effective Date?) by and among WAGEWORKS, INC., a Delaware corporation (the ?Borrower?), MHM RESOURCES, LLC, a Delaware limited liability company (?MHM?), Benefit Concepts Inc. of Rhode Island, a Rhode Island corporation (together with MHM, each a ?Guara

Second Amendment to Lease by and between Corporate Center Phase II Limited Partnership and CONEXIS Benefit Administrators, LP, dated as of October 20, 2005

Exhibit 10.27B LEASE AMENDMENT NO. 2 THIS LEASE AMENDMENT NO. 2 (this "Amendment") is made and entered into as of October 20, 2005 (the "Effective Date"), by and between Corporate Center Phase II Limited Pa1inership, a Delaware limited partnership ("Landlord"), and Conexis Benefits Administrators, L.P., a Texas limited partnership ("Tenant"). All terms used herein and not otherwise defined shall h

Lease Agreement by and between Liberty Property Limited Partnership and Registrant, dated as of March 26, 2014

EX-10.26 3 wage-20141231ex102688d86.htm EX-10.26 Exhibit 10.26 LEASE AGREEMENT LIBERTY PROPERTY LIMITED PARTNERSHIP Landlord AND WAGEWORKS, INC. Tenant AT 1850 West Rio Salado Parkway, Tempe, Arizona 1 QB\129138.00037\24864053.9 THIS LEASE AGREEMENT is made by and between LIBERTY PROPERTY LIMITED PARTNERSHIP, a Pennsylvania limited partnership (“Landlord”) and WAGEWORKS, INC., a Delaware corporati

Assignment and Assumption of Lease by and among CONEXIS Benefits Administrators, LP, Word & Brown Insurance Administrators, Inc. and Registrant, dated as of July 31, 2014

EX-10.27D 8 wage-20141231ex1027dac86.htm EX-10.27D Exhibit 10.27D ASSIGNMENT AND ASSUMPTION OF LEASE THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this "Assignment"), is effective as of August 1, 2014, by and among CONEXIS Benefits Administrators, LP, a Texas limited partnership ("Assignor"), WageWorks, Inc., a Delaware corporation ("Assignee") and Word & Brown Insurance Administrators, Inc., a Califor

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10-K 1 wage-20141231x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K   ☒ (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2014 OR ◻ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

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SC 13G 1 filing.txt SCHEDULE 13G Amendment No. 0 WAGEWORKS INC COMMON STOCK Cusip #930427109 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #930427109 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 37,000 Item 6: 0 Item 7: 1,912,324 Item 8: 0 Item 9: 1,912,324

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SC 13G/A 1 a15-41252sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 — Exit Filing)* WageWorks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a51039086.htm WAGEWORKS, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 12, 2015 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdictio

WageWorks Reports Fourth Quarter and Full Year 2014 Financial Results

EX-99.1 2 a51039086ex991.htm EXHIBIT 99.1 Exhibit 99.1 WageWorks Reports Fourth Quarter and Full Year 2014 Financial Results Fourth Quarter 2014 total revenue of $78.5 million, a 43 percent increase year-over-year. Full year 2014 total revenue of $267.8 million, a 22 percent increase year-over-year. Fourth quarter 2014 GAAP net income of $3.1 million or $0.08 per diluted share. Non-GAAP net income

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.F. 20549 SCHEDULE 13G/A WAGEWORKS INC. Common Stock 930427109 Item 1. a. Wageworks Inc. b. 1100 Park Place, 4th Floor San Mateo, CA 94403 Item 2. a. D.F. Dent & Company, Inc. b. 2 East Read Street, 6th Floor Baltimore, Maryland 21202 c. Incorporated in the State of Maryland d. Common stock e. 930427109 Item 3. Investment adviser regist

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SC 13G/A 1 d867201dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)1 Wageworks, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

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SC 13G/A 1 wageworksinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: WageWorks Inc Title of Class of Securities: Common Stock CUSIP Number: 930427109 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rule pursuant to which th

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SC 13G 1 wage13gdec14.htm WAGE AS OF 12/31/2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) WAGEWORKS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 930427109 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate

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SC 13G/A 1 wageworks.inc.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) WAGEWORKS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 930427109 - (CUSIP Number) December 31, 2014 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a50978538.htm WAGEWORKS, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 6, 2014 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction

WageWorks Reports Third Quarter 2014 Financial Results

EX-99.1 2 a50978538-ex991.htm EXHIBIT 99.1 Exhibit 99.1 WageWorks Reports Third Quarter 2014 Financial Results Total revenue of $68.0 million, a 27 percent increase year-over-year Third quarter 2014 GAAP net income of $4.1 million or $0.11 per diluted share. Non-GAAP net income per diluted share of $0.24 Third quarter 2014 non-GAAP adjusted EBITDA of $18.0 million, a 27 percent increase year-over-

LETTER

November 6, 2014 Via E-mail Colm Callan Chief Financial Officer WageWorks, Inc. 1100 Park Place, 4th Floor San Mateo, California 94403 Re: WageWorks, Inc. Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 27, 2014 File No. 1-35232 Dear Mr. Callan: We have completed our review of your filing. We remind you that our comments or changes to disclosure in response to our comments do

ASSET PURCHASE AGREEMENT by and among WAGEWORKS, INC., CONEXIS BENEFITS ADMINISTRATORS, LP WORD & BROWN INSURANCE ADMINISTRATORS, INC. Dated as of July 31, 2014

EX-10.2 2 wage-20140930ex102d88254.htm EX-10.2 Exhibit 10.2 ASSET PURCHASE AGREEMENT by and among WAGEWORKS, INC., CONEXIS BENEFITS ADMINISTRATORS, LP and WORD & BROWN INSURANCE ADMINISTRATORS, INC. Dated as of July 31, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Accounting Terms 11 1.3 Monetary Terms 11 ARTICLE II PURCHASE OF ASSETS AND ASSUMPTION OF LIABILITIES 11 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35232 WAGEW

WAGE / WageWorks Inc. CORRESP - -

CORRESP 1 filename1.htm October 16, 2014 CERTAIN INFORMATION HAS BEEN OMITTED FROM THE EDGAR FILED COPY OF THIS LETTER PURSUANT TO 17 C.F.R. §200.83 AND PROVIDED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. THE OMITTED PORTIONS HAVE BEEN IDENTIFIED WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[**]”. VIA EDGAR AN

WAGE / WageWorks Inc. CORRESP - -

Correspondence October 14, 2014 CERTAIN INFORMATION HAS BEEN OMITTED FROM THE EDGAR FILED COPY OF THIS LETTER AND PROVIDED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION.

WAGE / WageWorks Inc. / ALLIANCEBERNSTEIN L.P. Passive Investment

SC 13G/A 1 wage0930g.txt Page 1 of 5 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities exchange Act of 1934 (Amendment No. 1)* WAGEWORKS INC - (NAME OF ISSUER) COM NEW - (TITLE OF CLASS OF SECURITIES) 930427109 - (CUSIP NUMBER) September 30, 2014 - (Date of event which requires filing of this Statement) Check the appropriate box to desi

LETTER

September 29, 2014 Via E-mail Colm Callan Chief Financial Officer WageWorks, Inc. 1100 Park Place, 4th Floor San Mateo, California 94403 Re: WageWorks, Inc. Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 27, 2014 File No. 1-35232 Dear Mr. Callan: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with informatio

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a50932897.htm WAGEWORKS, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 2, 2014 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdictio

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 1, 2014 WageWorks, Inc.

FIRST AMENDMENT TO CREDIT AGREEMENT

EX-10.1 2 wage-20140630ex1011ae5de.htm EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT This First Amendment to Credit Agreement (this “Amendment”), is dated as of July 21, 2014 (the “Effective Date”) by and among WAGEWORKS, INC., a Delaware corporation (the “Borrower”), MHM RESOURCES, LLC, a Delaware limited liability company (“MHM”), Benefit Concepts Inc. of Rhode Island, a Rhode Island

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 4, 2014 WageWorks, Inc.

WageWorks Acquires CONEXIS to Further Its Leadership Position in Consumer-Directed Benefits

Exhibit 99.1 WageWorks Acquires CONEXIS to Further Its Leadership Position in Consumer-Directed Benefits SAN MATEO, Calif.-(BUSINESS WIRE)-August 1, 2014-WageWorks, Inc. (NYSE: WAGE), a leading provider of Consumer-Directed Benefits such as pre-tax accounts for health, commuter and other employee benefits, today announced that it has acquired CONEXIS, one of The Word & Brown Companies, and a recog

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a50918096.htm WAGEWORKS, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 4, 2014 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 wage-20140630x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

WageWorks Reports Second Quarter 2014 Financial Results

EX-99.1 2 a50918096-ex991.htm EXHIBIT 99.1 Exhibit 99.1 WageWorks Reports Second Quarter 2014 Financial Results Total revenue of $58.8 million, a 8 percent increase year-over-year Second quarter 2014 GAAP net income of $4.6 million or $0.13 per diluted share. Non-GAAP net income per diluted share of $0.24 Second quarter 2014 non-GAAP adjusted EBITDA of $17.5 million, a 17 percent increase year-ove

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d762571d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 21, 2014 WageWorks, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35232 94-3351864 (State or other jurisdiction of incorporation)