Statement of Changes in Beneficial Ownership (4)
December 23 2019 - 4:26PM
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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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
*
Skonnard Aaron |
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 __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Co-Founder, CEO, & Chairman |
(Last)
(First)
(Middle)
C/O PLURALSIGHT, INC., 182 NORTH UNION AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/10/2019 |
(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 C Common Stock | (1) | 12/10/2019 | | G |
V
| | 125000 | (1)(2) | (1)(2) | Class A Common Stock | 125000.0 | $0 | 149094 | I | See footnote. (3) |
Explanation of Responses: |
(1) | The shares of Class C Common Stock (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer ten-to-one voting rights on the Reporting Person, and (iii) may only be issued, on a one-for-one basis, to the Reporting Person and his associated entities who held limited liability company units of Pluralsight Holdings, LLC (each, an "LLC Unit"). Each share of Class C 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. The Class C Common Stock is also convertible into Class B Common Stock on a one-for-one basis at the Reporting Person's election. |
(2) | The gifted Class C Common Stock was automatically converted into Class B Common Stock on a one-for-one basis on the gift distribution date, 12/10/2019 (the "Gift Distribution Date"). Following the Gift Distribution Date, 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. |
(3) | The shares are held of record by the Aaron and Monica Skonnard Revocable Trust, of which the Reporting Person is a co-trustee, and for the which Reporting Person has sole voting and dispositive power. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Skonnard Aaron C/O PLURALSIGHT, INC. 182 NORTH UNION AVENUE FARMINGTON, UT 84025 | X | X | Co-Founder, CEO, & Chairman |
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Signatures
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/s/ Matthew Forkner, by power of attorney for Aaron Skonnard | | 12/23/2019 |
**Signature of Reporting Person | Date |
/s/ Matthew Forkner, by power of attorney for the Aaron and Monica Skonnard Revocable Trust | | 12/23/2019 |
**Signature of Reporting Person | Date |
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