SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Onion Frederick

(Last) (First) (Middle)
C/O PLURALSIGHT, INC.
182 N. UNION AVE.

(Street)
FARMINGTON UT 84025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Pluralsight, Inc. [ PS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) X Other (specify below)
Co-Founder
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/12/2020 G(1) V 60,000 D $0 1,312,400 I See footnote.(2)
Class A Common Stock 06/12/2020 S(3) 1,000,000 D $18.915(4) 312,400 I See footnote.(2)
Class A Common Stock 30,000 I See footnote(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
1. Name and Address of Reporting Person*
Onion Frederick

(Last) (First) (Middle)
C/O PLURALSIGHT, INC.
182 N. UNION AVE.

(Street)
FARMINGTON UT 84025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Onion Consulting, Inc.

(Last) (First) (Middle)
C/O PLURALSIGHT, INC.
182 N. UNION AVE.

(Street)
FARMINGTON UT 84025

(City) (State) (Zip)
Explanation of Responses:
1. The shares are disposed of as a bona fide gift and are exempt from Section 16(b) pursuant to Rule 16b-3(e). These shares were not issued to or sold by the Reporting Person.
2. The shares are held of record by Onion Consulting, Inc., of which the Reporting Person is an owner.
3. The sale of these shares was effected as part of an underwritten public offering of the Issuer's Class A Common Stock completed on June 12, 2020, in which the Reporting Person was a selling stockholder.
4. Represents the public offering price of $19.50 less the underwriters' discount.
5. The shares are held of record by Frederick A. Onion Revocable Trust, of which the Reporting Person is a co-trustee.
Remarks:
/s/ Matthew Forkner, by power of attorney for Onion Consulting, Inc. 06/16/2020
/s/ Matthew Forkner, by power of attorney for Frederick Onion 06/16/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.