SEC FORM 4

SEC FORM 4 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^*

Skonnard Aaron

(Last)

(First)

(Middle)

C/O PLURALSIGHT, INC.

42 FUTURE WAY

(Street)

DRAPER

84020

(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
X	Officer (give title below)		Other (specify below)
Co-Founder, CEO, & Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/25/2021

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock								150,857	D
Class A Common Stock								329,827	I	See footnote.⁽¹⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Share Units	⁽²⁾	01/25/2021		M			187,500	⁽²⁾	⁽²⁾	Class C Common Stock	187,500	$0	375,000	D
Class C Common Stock	⁽³⁾	01/25/2021		M		187,500		⁽³⁾	⁽³⁾	Class A Common Stock	187,500	$0	2,061,441	D
Class C Common Stock	⁽³⁾	01/25/2021		F⁽⁴⁾			79,880	⁽³⁾	⁽³⁾	Class A Common Stock	79,880	$0	1,981,561	D
Class C Common Stock	⁽³⁾							⁽³⁾	⁽³⁾	Class A Common Stock	365,317		365,317	I	See footnote.⁽⁵⁾
Class C Common Stock	⁽³⁾							⁽³⁾	⁽³⁾	Class A Common Stock	440,477		440,477	I	See footnote.⁽⁶⁾
Class C Common Stock	⁽³⁾							⁽³⁾	⁽³⁾	Class A Common Stock	988,408		988,408	I	See footnote.⁽⁷⁾
Class C Common Stock	⁽³⁾							⁽³⁾	⁽³⁾	Class A Common Stock	9,732,644		9,732,644	I	See footnote.⁽¹⁾

1. Name and Address of Reporting Person^*

Skonnard Aaron

(Last)

(First)

(Middle)

C/O PLURALSIGHT, INC.

42 FUTURE WAY

(Street)

DRAPER

84020

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Skonnard Consulting, Inc.

(Last)

(First)

(Middle)

C/O PLURALSIGHT, INC.

42 FUTURE WAY

(Street)

DRAPER

84020

(City)

(State)

(Zip)

Explanation of Responses:

1. The shares are held of record by Skonnard Consulting, Inc. of which the Reporting Person is an owner.

2. Each restricted share unit ("RSU") represents a contingent right to receive one share of Class C Common Stock and one limited liability company unit of Pluralsight Holdings, LLC (each, an "LLC Unit"). 25% of the RSUs vested on July 25, 2018 and an additional 6.25% vest each three months thereafter.

3. The 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 Reporting Person, 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.

4. The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of RSUs. Such withholding is exempt from Section 16(b) pursuant to Rule 16b-3(e). These shares were not issued to or sold by the Reporting Person.

5. The shares are held of record by the Aaron and Monica Skonnard Revocable Trust, of which the Reporting Person is a co-trustee, and for which the Reporting Person has sole voting and dispositive power.

6. The shares are held of record by the Skonnard Family GRAT 2021, of which the Reporting Person is trustee.

7. The shares are held of record by the True Nord Trust, of which members of the Reporting Person's immediate family are beneficiaries.

Remarks:

	/s/ Matthew Forkner, by power of attorney for Aaron Skonnard	01/27/2021
	/s/ Matthew Forkner, by power of attorney for Skonnard Consulting, Inc.	01/27/2021
	** 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.

SEC Form 4 filed by Aaron Skonnard