SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
Insight Holdings Group, LLC

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/17/2018
3. Issuer Name and Ticker or Trading Symbol
Pluralsight, Inc. [ PS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock 8,778,306 I See footnote(1)
Class A common stock 1,261,465 I See footnote(2)
Class A common stock 2,678,788 I See footnote(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B common stock (4) (4) Class A common stock 31,927,903 (4) I See footnote(5)
1. Name and Address of Reporting Person*
Insight Holdings Group, LLC

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Insight Venture Partners (Cayman) VII, L.P.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Insight Venture Partners (Delaware) VII, L.P.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
IVP CIF II (AIP B), L.P.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
IVP CIF II (PS Splitter), L.P.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Insight Venture Associates VII, L.P.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Insight Venture Associates VII, Ltd.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Insight Venture Partners Coinvestment Fund II, L.P.

(Last) (First) (Middle)
C/O INSIGHT VENTURE PARTNERS
1114 AVENUE OF THE AMERICAS, 36TH FLOOR

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
Explanation of Responses:
1. Held directly by Insight Venture Partners (Cayman) VII, L.P.
2. Held directly by Insight Venture Partners (Delaware) VII, L.P.
3. Held directly by Insight Venture Partners CIF II (AIP B), L.P.
4. One share of the Issuer's 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 of its Class A common stock. 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.
5. Held directly by IVP CIF II (PS Splitter), L.P.
Insight Holdings Group, LLC, By: /s/ Blair Flicker, Attorney-in-Fact 05/17/2018
** 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 5 (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).
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JOINT FILERS’ SIGNATURES
INSIGHT HOLDINGS GROUP, LLC
 
 
 
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Attorney-in-Fact
   
       
INSIGHT VENTURE PARTNERS (CAYMAN) VII, L.P.
By:
Insight Venture Associates VII, L.P., its general partner
By:
Insight Venture Associates VII, Ltd., its general partner
   
   
   
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Vice President
   
       
INSIGHT VENTURE PARTNERS (DELAWARE) VII, L.P.
By:
Insight Venture Associates VII, L.P., its general partner
By:
Insight Venture Associates VII, Ltd., its general partner
   
   
   
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Vice President
   
       
IVP CIF II (AIP B), L.P.
By:
Insight Venture Associates Coinvestment II, L.P., its general partner
   
   
   
By:
/s/ Blair Flicker 
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Vice President
   
       
IVP CIF II (PS SPLITTER), L.P.
By:
Insight Venture Associates Coinvestment II, L.P., its general partner
   
   
   
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Vice President
   
       
INSIGHT VENTURE ASSOCIATES VII, L.P.
By:
Insight Venture Associates VII, Ltd., its general partner
   
   
   
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Vice President
   
       
       
INSIGHT VENTURE ASSOCIATES VII, LTD.
       
       
       
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Vice President
   
       
       
INSIGHT VENTURE ASSOCIATES COINVESTMENT II, L.P.
 
 
 
By:
/s/ Blair Flicker
Date:
 May 17, 2018
Name:
Blair Flicker
   
Title:
Authorized Officer
   




JOINT FILER INFORMATION
8,778,306 shares of Class A common stock are held of record by Insight Venture Partners (Cayman) VII, L.P. (“IVP Cayman VII”) and 1,261,465 shares of Class A common stock are held of record by Insight Venture Partners (Delaware) VII, L.P. (“IVP Delaware VII” and, together with IVP Cayman VII, the “IVP VII Funds”). 2,678,788 shares of Class A common stock are held of record by IVP CIF II (AIP B), L.P. (“IVP AIP B”), and 31,927,903 shares of Class B common stock are held of record by IVP CIF II (PS Splitter), L.P. (“IVP PS Splitter”, together with IVP AIP B, the “IVP CIF Funds”).  The IVP CIF Funds, together with the IVP VII Funds, shall hereinafter be referred to as, the “IVP Funds”.

The amount listed as owned by each IVP VII Fund may be deemed to be attributable to the other IVP VII Fund, Insight Venture Associates VII, L.P. (“IVA VII”), Insight Venture Associates VII, Ltd. (“IVA VII Ltd”) and Insight Holdings Group, LLC (“Holdings”) because Holdings is the sole shareholder of IVA VII Ltd, which in turn is the general partner of IVA VII, which in turn is the general partner of each of the IVP VII Funds.  The amount listed as owned by each IVP CIF Fund may be deemed to be attributable to the other IVP CIF Fund, Insight Venture Associates Coinvestment II, L.P. (“IVA Coinvestment II”) and Holdings because Holdings is the sole shareholder of IVA Coinvestment II, which in turn is the general partner of each of the IVP CIF Funds.

Each of Jeffrey Horing, Deven Parekh, Peter Sobiloff, Michael Triplett and Jeffrey Lieberman is a member of the board of managers of Holdings and as such shares voting and dispositive power over the shares held of record by the IVP Funds. The foregoing is not an admission by IVA VII, IVA VII Ltd, IVA Coinvestment II or Holdings that it is the beneficial owner of the shares held of record by the IVP Funds. Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by the IVP Funds, except to the extent of his pecuniary interest therein.

The address of each of the entities and persons identified in this Exhibit 99.2 is c/o Insight Venture Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.