SEC Form 4 · accession 0001738460-19-000010
Pluralsight, Inc. · PS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Aaron Skonnard
Officer — Co-Founder, CEO, & Chairman · Director · 10% Owner
Period of report
Jan 28, 2019
Accepted (ET)
Jan 30, 2019 · 6:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001725579
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jan 28, 2019 | M | 50,000 | $0.00 | A | 50,514 | D | |
| Class A Common StockF3 | Jan 28, 2019 | S | 49,900 | $29.3592 | D | 614 | D | |
| Class A Common Stock | Jan 28, 2019 | S | 100 | $29.76 | D | 514 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF4 | — | Jan 28, 2019 | M | 187,500 | D | — | — | Class C Common Stock | 187,500 | 1,875,000 | D |
| Class C Common StockF5 | — | Jan 28, 2019 | M | 187,500 | A | — | — | Class A Common Stock | 187,500 | 2,308,429 | D |
| Class C Common StockF5 | — | Jan 28, 2019 | F | 80,744 | D | — | — | Class A Common Stock | 80,744 | 2,227,685 | D |
| Class C Common StockF5 | — | Jan 28, 2019 | M | 50,000 | D | — | — | Class A Common Stock | 50,000 | 2,177,685 | D |
Explanation of responses
- F1The reported shares represent a one-for-one exchange of the Issuer's Class C Common Stock to Class A Common Stock following the January 28, 2019 settlement date.
- F2The sale transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 14, 2018.
- F3The sale price represents the weighted average price of the shares sold ranging from $28.72 to $29.70 per share. Upon request by the Commission staff, the Issuer or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
- F4Each restricted share unit ("RSU") represents a contingent right to receive one share of Class C Common Stock and one LLC Unit. 25% of the RSUs vest on July 25, 2018 and an additional 6.25% vest each three months thereafter.
- F5The 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 holders thereof, and (iii) may only be issued, on a one-for-one basis, to the Reporting Person and his associated entities who held LLC Units. 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.
- F6The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of RSUs.
- F7Represent shares of Class C Common Stock exchanged on a one-for-one basis into shares of Class A Common Stock.