Statement of Changes in Beneficial Ownership (4)
November 25 2019 - 6:13PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
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Arnold Anthony |
2. Issuer Name and Ticker or Trading Symbol
ProSight Global, Inc.
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PROS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O GOLDMAN SACHS & CO. LLC, 200 WEST STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/21/2019 |
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(Street)
NEW YORK, NY 10282
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Restricted Stock Units | (2) | 11/21/2019 | | A | | 1860 | | (3) | (3) | Common Stock | 1860 | (3) | 1860 | I | See footnotes (1)(4) |
| Explanation of Responses: |
| (1) | The Reporting Person is a managing director of Goldman Sachs & Co. LLC ("Goldman Sachs"). Goldman Sachs is a subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any. |
| (2) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of ProSight Global, Inc.'s ("PGI") common stock. |
| (3) | Represents non-employee director RSUs granted pursuant to PGI's non-employee director compensation policy as compensation for the Reporting Person's service as a member of the board of directors for the period from the completion of PGI's initial public offering to December 31, 2019. Such RSUs were fully vested on grant and will be settled on the first to occur of the grantee's separation of service and a "change of control" as defined in PGI's 2019 Equity Incentive Plan. |
| (4) | The Reporting Person has an understanding with GS Group pursuant to which he holds such RSUs for the benefit of GS Group. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Arnold Anthony
C/O GOLDMAN SACHS & CO. LLC
200 WEST STREET
NEW YORK, NY 10282 | X |
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Signatures
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| /s/ Jamison Yardley, Attorney-in-fact | | 11/25/2019 |
| **Signature of Reporting Person | Date |
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