Statement of Changes in Beneficial Ownership (4)
27 August 2020 - 8:49AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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MAUDLIN TIMOTHY I |
2. Issuer Name and Ticker or Trading Symbol
Pluralsight, Inc.
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PS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O PLURALSIGHT, INC., 182 N. UNION AVE. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/24/2020 |
(Street)
FARMINGTON, UT 84025
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Common Stock | (1) | 8/24/2020 | | G (2) |
V
| | 9168 | (1) | (1) | Class A Common Stock | 9168.0 | $0 | 94255 | D | |
Class B Common Stock | (1) | 8/24/2020 | | G (2) |
V
| 9168 | | (1) | (1) | Class A Common Stock | 9168.0 | $0 | 9168 | I | See footnote (3) |
Class B Common Stock | (1) | 8/24/2020 | | G (4) |
V
| | 10832 | (1) | (1) | Class A Common Stock | 10832.0 | $0 | 19168 | I | See footnote (5) |
Class B Common Stock | (1) | 8/24/2020 | | G (4) |
V
| 10832 | | (1) | (1) | Class A Common Stock | 10832.0 | $0 | 20000 | I | See footnote (3) |
Class B Common Stock | (1) | | | | | | | (1) | (1) | Class A Common Stock | 59582.0 | | 59582 | I | See footnote (6) |
Class B Common Stock | (1) | | | | | | | (1) | (1) | Class A Common Stock | 79583.0 | | 79583 | I | See footnote (7) |
Explanation of Responses: |
(1) | One share of the Issuer's Class B common stock (the "Class B Common Stock"), was issued for each limited liability company unit of Pluralsight Holdings, LLC (each an "LLC Unit") held by the reporting person pursuant to a reclassification of Pluralsight Holdings, LLC that occurred prior to the Issuer's initial public offering. The shares of Class B Common Stock (i) confer no incidents of economic ownership on the holders thereof and (ii) only confer one-to-one voting rights on the holders thereof. Each share of Class B Common Stock and corresponding LLC Unit is exchangeable for one share of Class A Common Stock at the option of the holder (for which the Issuer may substitute cash) and has no expiration date. |
(2) | This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(e) and these shares were not issued to or sold by the Reporting Person. |
(3) | The shares are held of record by the Timothy I. Maudlin 2020 Trust ("2020 GRAT"), of which the Reporting Person is a trustee. |
(4) | The reported shares represent a disposition and acquisition resulting from the transfer of shares from the Timothy I Maudlin 2019 Trust ("2019 GRAT") to the 2020 GRAT as part of the annual annuity contribution pursuant to the terms of the 2019 GRAT. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(e) and these shares were not issued to or sold by the Reporting Person. |
(5) | The shares are held of record by the 2019 GRAT, of which the Reporting Person is a trustee. |
(6) | The shares are held of record by the Timothy I. Maudlin Revocable Trust, of which the Reporting Person is a trustee |
(7) | The shares are held of record by the Janice K. Maudlin Revocable Trust, of which the reporting person's spouse is a trustee |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
MAUDLIN TIMOTHY I C/O PLURALSIGHT, INC. 182 N. UNION AVE. FARMINGTON, UT 84025 | X |
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Signatures
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/s/ Matthew Forkner, by power of attorney | | 8/26/2020 |
**Signature of Reporting Person | Date |
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