Onion Frederick 4

Accession 0001738543-21-000002

CIK 0001725579other

Filed

Apr 7, 8:00 PM ET

Accepted

Apr 8, 9:26 PM ET

Size

16.9 KB

Accession

0001738543-21-000002

Form 4

Period: 2021-04-06

Other

Transactions

Disposition from Tender
Class A Common Stock
2021-04-06$22.50/sh−71,224$1,602,540→ 0 total(indirect: See footnote)
Disposition from Tender
Class A Common Stock
2021-04-06$22.50/sh−10,202,247$229,550,558→ 0 total(indirect: See footnote.)
Exercise/Conversion
Class B Common Stock
2021-04-06−9,919,847→ 0 total(indirect: See footnote.)
→ Class A Common Stock (9,919,847 underlying)
Exercise/Conversion
Class A Common Stock
2021-04-06+41,224→ 71,224 total(indirect: See footnote)
Exercise/Conversion
Class A Common Stock
2021-04-06+9,919,847→ 10,202,247 total(indirect: See footnote.)
Exercise/Conversion
Class B Common Stock
2021-04-06−41,224→ 0 total(indirect: See footnote.)
→ Class A Common Stock (41,224 underlying)

Director10% OwnerOther

Transactions

Exercise/Conversion
Class A Common Stock
2021-04-06+41,224→ 71,224 total(indirect: See footnote)
Disposition from Tender
Class A Common Stock
2021-04-06$22.50/sh−10,202,247$229,550,558→ 0 total(indirect: See footnote.)
Exercise/Conversion
Class A Common Stock
2021-04-06+9,919,847→ 10,202,247 total(indirect: See footnote.)
Exercise/Conversion
Class B Common Stock
2021-04-06−9,919,847→ 0 total(indirect: See footnote.)
→ Class A Common Stock (9,919,847 underlying)
Exercise/Conversion
Class B Common Stock
2021-04-06−41,224→ 0 total(indirect: See footnote.)
→ Class A Common Stock (41,224 underlying)
Disposition from Tender
Class A Common Stock
2021-04-06$22.50/sh−71,224$1,602,540→ 0 total(indirect: See footnote)

Footnotes (4)

[F1]Disposed of pursuant to the cash tender offer (the "Offer") made pursuant to that certain Amended and Restated Agreement and Plan of Merger, dated March 7, 2021, by and among Lake Holdings, LP, Lake Guarantor, LLC, Lake Merger Sub I, Inc., Lake Merger Sub II, LLC, Pluralsight, Inc., and Pluralsight Holdings, LLC ("Holdings"), a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on March 8, 2021. In connection with the Offer, the Reporting Person redeemed LLC Units and corresponding Class B Common Stock for Class A Common Stock in accordance with the Fourth Amended and Restated Limited Liability Company Agreement of Holdings, and exercised vested options, and tendered in the Offer all of such Reporting Person's Class A Common Stock (including shares issuable with respect to the redemption of LLC Units and the exercise of vested options).
[F2]The shares are held of record by Onion Consulting, Inc., of which the Reporting Person is an owner.
[F3]The shares are held of record by Frederick A. Onion Revocable Trust, of which the Reporting Person is a co-trustee.
[F4]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 is redeemable or 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.

Documents

1 file

Pluralsight, Inc.

CIK 0001725579

Entity typeother