SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),
(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2
(Amendment No. 1*)
 

PLURALSIGHT, INC.
(Name of Issuer)
CLASS A COMMON STOCK, $0.0001 PAR VALUE PER SHARE
(Title of Class of Securities)
72941B106
ins(CUSIP Number)
December 31, 2019
(Date of Event Which Requires Filing of this Statement)
 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
◻ Rule 13d-1(b)
◻ Rule 13d-1(c)
⌧ Rule 13d-1(d)
*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1


CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  2  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
Insight Venture Partners (Cayman) VII, L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
3,728,410 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
3,728,410(1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,728,410 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.7% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.


2


CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  3  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
Insight Venture Partners (Delaware) VII, L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
535,783 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
535,783 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
535,783 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.5% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

3

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  4  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
Insight Venture Partners VII, L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
2,679,709 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
2,679,709 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,679,709 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.6% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

4

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  5  of 21 Pages

1.
 
NAMES OF REPORTING PERSONS
 Insight Venture Partners VII (Co-Investors), L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
61,964 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
61,964 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,964 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.1% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 

(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

5

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  6 of 21 Pages

             
1.
 
NAMES OF REPORTING PERSONS
 Insight Venture Associates VII, L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
7,005,866 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
7,005,866 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,005,866 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.9% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

6

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  7  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
Insight Venture Associates VII, Ltd.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
7,005,866 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
7,005,866 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,005,866 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.9% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

7

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  8  of 21 Pages

             
1.
 
NAMES OF REPORTING PERSONS
 IVP CIF II (AIP A), L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
1,549,091 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
1,549,091 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,549,091 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.5% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

8

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  9 of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
IVP CIF II (AIP B), L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
1,137,762 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
1,137,762 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,137,762 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

9

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  10  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
 IVP CIF II (PS Splitter), L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
9,269,973 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
9,269,973 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,269,973 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.1% (2)(3)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
Includes 9,269,973 shares of Class A Common Stock issuable upon the conversion of 9,269,973 shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.
(2)
See Item 4.
(3)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.

10

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  11  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
 Insight Venture Associates Coinvestment II, L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
11,956,826 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
11,956,826 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,956,826 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.7% (2)(3)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
Includes 9,269,973 shares of Class A Common Stock issuable upon the conversion of 9,269,973 shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.
(2)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(3)
See Item 4.

11

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  12 of 21 Pages

             
1.
 
NAMES OF REPORTING PERSONS
 IVP (Venice), L.P.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
236,965 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
236,965 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
236,965 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

12

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  13 of 21 Pages

             
1.
 
NAMES OF REPORTING PERSONS
 IVP GP (Venice), LLC
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
236,965 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
236,965 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
236,965 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

13

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  14 of 21 Pages

             
1.
 
NAMES OF REPORTING PERSONS
 Insight Venture Associates X, Ltd.
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
236,965 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
236,965 (1)(2)
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
236,965 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
 
(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.

14

CUSIP No. 72941B106
 
 
 
13G
 
 
 
Page  15  of 21 Pages
             
1.
 
NAMES OF REPORTING PERSONS
Insight Holdings Group, LLC
 
2.
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)  ◻        (b)  ◻
 
3.
 
SEC USE ONLY
 
4.
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF
SHARES
 BENEFICIALLY  
OWNED BY
EACH
REPORTING
PERSON
WITH
 
 
  
5.
  
SOLE VOTING POWER
0
 
  
6.
  
SHARED VOTING POWER
19,199,657 (1)(2)
 
  
7.
  
SOLE DISPOSITIVE POWER
0
 
  
8.
  
SHARED DISPOSITIVE POWER
19,199,657 (1)(2))
 
9.
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,199,657 (1)(2)
 
10.
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ◻
 
 
11.
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
18.9% (1)(2)
 
12.
 
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
 

(1)
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
(2)
See Item 4.


15


Item 1(a).
Name of Issuer:
Pluralsight, Inc. (the “Issuer”)
Item 1(b).
Address of Issuer’s Principal Executive Offices:
182 North Union Avenue, Farmington, Utah 84025
Item 2(a).
Name of Person Filing:
This Statement is being filed by the following persons (each a “Reporting Person” and, collectively, the “Reporting Persons”): (i) Insight Venture Partners (Cayman) VII, L.P., a Cayman Islands exempted limited partnership (“IVP Cayman VII”), (ii) Insight Venture Partners (Delaware) VII, L.P., a Delaware limited partnership (“IVP Delaware VII”), (iii) Insight Venture Partners VII, L.P., a Cayman Islands exempted limited partnership (“IVP VII”); (iv) Insight Venture Partners VII (Co-Investors), L.P., a Cayman Islands exempted limited partnership (“IVP Co-Investors” and, together with IVP Cayman VII, IVP Delaware VII, and IVP VII, the “IVP VII Funds”), (v) Insight Venture Associates VII, L.P., a Delaware limited partnership (“IVA VII”), (vi) Insight Venture Associates VII, Ltd., a Cayman Islands exempted limited company (“IVA VII Ltd”), (vii) IVP CIF II (AIP A), L.P., a Delaware limited partnership (“IVP AIP A”), (viii)  IVP CIF II (AIP B), L.P., a Delaware limited partnership (“IVP AIP B”); (ix) IVP CIF II (PS Splitter), L.P., a Delaware limited partnership (“IVP PS Splitter”, together with IVP AIP A and IVP AIP B, the “IVP CIF Funds”), (x) Insight Venture Associates Coinvestment II, L.P., a Delaware limited partnership (“IVA Coinvestment II”), (xi) IVP (Venice), L.P., a Cayman Islands exempted limited partnership (“IVP Venice”), (xii) IVP GP (Venice), LLC, a Cayman Islands limited liability company (“IVP GP Venice”), (xiii) Insight Venture Associates X, Ltd., a Cayman Islands exempted company (“IVA X”),  and (xiv) Insight Holdings Group, LLC, a Delaware limited liability company (“Holdings”).
The general partner of each of the IVP VII Funds is IVA VII, whose general partner is IVA VII Ltd. The general partner of each of the IVP CIF Funds is IVA Coinvestment II, whose sole shareholder is Holdings.  The sole shareholder of IVA VII Ltd is Holdings. The amount listed is owned by IVP Venice may be deemed attributable to Holdings because Holdings is the sole shareholder of IVA X, which is the general partner of IVP GP Venice, which in turn is the manager of IVP Venice.
 
Item 2(b).
 
Address of Principal Business Office or, if None, Residence:
The address of the principal business and principal office of each of the Reporting Persons is c/o Insight Venture Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.
Item 2(c).
Citizenship:
See Item 2(a)
Item 2(d).
Title of Class of Securities:
Class A common stock, $0.0001 par value per share (“Class A Common Stock”).
Item 2(e).
CUSIP Number:
72941B106


16

Item 3.
If this statement is filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c), check whether the person filing is a:
 
 
(a)  ◻  
Broker or dealer registered under Section 15 of the Exchange Act.
 
 
(b)  ◻  
Bank as defined in Section 3(a)(6) of the Exchange Act.
 
 
(c)  ◻  
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
 
 
(d)  ◻  
Investment company registered under Section 8 of the Investment Company Act.
 
 
(e)  ◻  
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 
 
(f)  ◻  
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
 
(g)  ◻  
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
 
(h)  ◻  
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
 
 
(i)  ◻  
  A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
     
 
(j)  ◻  
  Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Not applicable.
Item 4.
Ownership.
The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
The shares of Class B common stock, $0.0001 par value per share (“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 limited liability company unit of Pluralsight Holdings, LLC 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.
Item 5.
Ownership of Five Percent or Less of a Class.
Not applicable.

17

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
As the general partner of the IVP VII Funds, IVA VII may be deemed to beneficially own all 7,005,866 shares of Class A Common Stock held directly by the IVP VII Funds. As the general partner of IVA VII, IVA VII Ltd may be deemed to beneficially own all 7,005,866 shares of Class A Common Stock held directly by the IVP VII Funds.  As the general partner of the IVP CIF Funds, IVA Coinvestment II may be deemed to beneficially own all 2,686,853 shares of Class A Common Stock held directly by IVP AIP A and IVP AIP B and all 9,269,973 shares of Class A Common Stock underlying shares of Class B Common Stock held directly by IVP PS Splitter. As the sole shareholder of IVA VII Ltd and IVA Coinvestment II, Holdings may be deemed to beneficially own all 7,005,866 shares of Class A Common Stock held directly by the IVP VII Funds, all 2,686,853 shares of Class A Common Stock held directly by IVP AIP B and IVP AIP A and all 9,269,973 shares of Class A Common Stock underlying shares of Class B Common Stock held directly by IVP PS Splitter.  The amount listed as owned by IVP Venice may be deemed attributable to Holdings because Holdings is the sole shareholder of IVA X, which is the general partner of IVP GP Venice, which in turn is the manager of IVP Venice. The foregoing is not an admission by IVA VII, IVA VII Ltd, IVA Coinvestment II, IVP GP Venice, IVA X or Holdings that it is the beneficial owner of the shares held of record by the IVP VII Funds, the IVP CIF Funds, IVA Coinvestment II or IVP Venice, nor is it an admission by any of the IVP VII Funds, the IVP CIF Funds, IVA Coinvestment II or IVP Venice that it is the beneficial owner of any shares held by the other of the IVP VII Funds, the IVP CIF Funds, IVA Coinvestment II or IVP Venice.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
Not applicable.
Item 8.
Identification and Classification of Members of the Group.
The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The agreement among the Reporting Persons to file jointly in accordance with Rule 13d-1(k) of the Exchange Act is attached hereto as Exhibit 99.1. The Reporting Persons disclaim membership in a group and this report shall not be deemed an admission by any of the Reporting Persons that they are or may be members of a “group” for purposes of Rule 13d-5 or for any other purpose.
Item 9.
Notice of Dissolution of Group.
Not applicable.
Item 10.
Certification.
Not applicable.


18

SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 12, 2020

 
INSIGHT HOLDINGS GROUP, LLC
   
   
 
By:
/s/ Blair Flicker                                                 
 
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                                                 
 
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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
   
   
 
INSIGHT VENTURE PARTNERS VII (CO-INVESTORS), 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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
     
     
 
INSIGHT VENTURE PARTNERS 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                                                 
 
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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
   
   
 
INSIGHT VENTURE ASSOCIATES VII, LTD.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Vice President


[Signature Page to Schedule 13G]


 
IVP CIF II (AIP A), L.P.
 
By:
Insight Venture Associates Coinvestment II, L.P., its general partner
   
   
 
By:
/s/ Blair Flicker                                                 
 
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                                                 
 
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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
   
   
 
INSIGHT VENTURE ASSOCIATES COINVESTMENT II, L.P.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer
   
   
 
IVP (VENICE), L.P.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer
   
   
 
IVP GP (VENICE), LLC
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer
   
   
 
INSIGHT VENTURE ASSOCIATES X, LTD.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer

[Signature Page to Schedule 13G]


EXHIBIT INDEX
 
Exhibit 99.1
  
Joint Filing Agreement, as required by Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended


















21
Exhibit 99.1
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or its knows or has reason to believe that such information is inaccurate.

Date: February 12, 2020

 
 
INSIGHT HOLDINGS GROUP, LLC
   
   
 
By:
/s/ Blair Flicker                                                 
 
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                                                 
 
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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
   
   
 
INSIGHT VENTURE PARTNERS VII (CO-INVESTORS), 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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
     
     
 
INSIGHT VENTURE PARTNERS 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                                                 
 
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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
   
   
 
INSIGHT VENTURE ASSOCIATES VII, LTD.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Vice President


[Signature Page to Joint Filing Agreement]


 
IVP CIF II (AIP A), L.P.
 
By:
Insight Venture Associates Coinvestment II, L.P., its general partner
   
   
 
By:
/s/ Blair Flicker                                                 
 
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                                                 
 
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                                                 
 
Name:
Blair Flicker
 
Title:
Vice President
   
   
 
INSIGHT VENTURE ASSOCIATES COINVESTMENT II, L.P.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer
   
   
 
IVP (VENICE), L.P.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer
   
   
 
IVP GP (VENICE), LLC
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer
   
   
 
INSIGHT VENTURE ASSOCIATES X, LTD.
   
   
 
By:
/s/ Blair Flicker                                                 
 
Name:
Blair Flicker
 
Title:
Authorized Officer

[Signature Page to Joint Filing Agreement]