0000769993-19-000432.txt : 20190731 0000769993-19-000432.hdr.sgml : 20190731 20190731182408 ACCESSION NUMBER: 0000769993-19-000432 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190729 FILED AS OF DATE: 20190731 DATE AS OF CHANGE: 20190731 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP VI Offshore Advisors, L.L.C. CENTRAL INDEX KEY: 0001394278 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19990198 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GSCP VI Advisors, L.L.C. CENTRAL INDEX KEY: 0001394286 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19990199 BUSINESS ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ProSight Parallel Investment LLC CENTRAL INDEX KEY: 0001497473 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19990200 BUSINESS ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902-7878 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ProSight Investment LLC CENTRAL INDEX KEY: 0001497474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19990201 BUSINESS ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902-7878 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ProSight Equity Managment Inc. CENTRAL INDEX KEY: 0001497475 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19990202 BUSINESS ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212 902-7878 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN, SACHS MANAGEMENT GP GMBH CENTRAL INDEX KEY: 0001232073 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38996 FILM NUMBER: 19990203 BUSINESS ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: MESSERTURM STREET 2: FRIEDRICH-EBERT-ANLAGE 49 CITY: FRANKFURT AM MAIN, 2M 60323 STATE: 2M ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS MANAGEMENT GP GMBH DATE OF NAME CHANGE: 20030509 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ProSight Global, Inc. CENTRAL INDEX KEY: 0001634038 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 352405664 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 412 MT. KEMBLE AVENUE STREET 2: SUITE 300C CITY: MORRISTOWN STATE: NJ ZIP: 07960 BUSINESS PHONE: (973)532-1725 MAIL ADDRESS: STREET 1: 412 MT. KEMBLE AVENUE STREET 2: SUITE 300C CITY: MORRISTOWN STATE: NJ ZIP: 07960 4 1 ownershipdoc07312019033640.xml X0306 4 2019-07-29-04:00 false 0001634038 ProSight Global, Inc. PROS 0001232073 GOLDMAN, SACHS MANAGEMENT GP GMBH 200 WEST STREET NEW YORK NY 10282 false false true false 0001497475 ProSight Equity Managment Inc. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 false false true false 0001497474 ProSight Investment LLC C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 false false true false 0001497473 ProSight Parallel Investment LLC C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394286 GSCP VI Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false 0001394278 GSCP VI Offshore Advisors, L.L.C. 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock 2019-07-29-04:00 4 S false 1785715 14 D 17594301 I See footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSCP VI Advisors, L.L.C. ("GSCP VI Advisors"), GS Advisors VI, L.L.C. ("GS Advisors VI"), GSCP VI Offshore Advisors, L.L.C. ("GSCP VI Offshore Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners VI Fund, L.P. ("GS Capital VI"), GS Capital Partners VI Parallel, L.P. ("GS Capital VI Parallel"), GS Capital Partners VI Offshore Fund, L.P. ("GS VI Offshore"), GS Capital Partners VI GmbH & Co. KG ("GS Germany VI" and, together with GS Capital VI, GS Capital VI Parallel and GS VI Offshore, the "Funds"),(continued in next footnote) ProSight Investment LLC ("ProSight Investment"), ProSight Parallel Investment LLC ("Parallel Investment") and ProSight Equity Management Inc. ("Equity Management"). GS Group, Goldman Sachs, GSCP VI Advisors, GS Advisors VI, GSCP VI Offshore Advisors, GS GmbH, the Funds, ProSight Investment, Parallel Investment and Equity Management are defined collectively as the "Reporting Persons." Pursuant to an underwriting agreement, dated July 24, 2019 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of common stock, par value $0.01 per share of the Issuer (the "Common Stock"), pursuant to the final prospectus dated July 25, 2019, which offering was consummated on July 29, 2019 (the "Offering"), Prosight Investment and Parallel Investment sold in aggregate of 1,785,715 shares of Common Stock, consisting of 1,556,474 shares of Common Stock sold by Prosight Investment and 229,241 shares of Common Stock sold by Parallel Investment. Goldman Sachs was one of the underwriters in the Offering. Goldman Sachs and GS Group may be deemed to beneficially own indirectly 17,594,301 shares Common Stock by reason of direct beneficial ownership of such shares by ProSight Investment and Parallel Investment. Affiliates of Goldman Sachs and GS Group are the general partner, managing general partner, managing partner, managing member or member of the Funds. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the Funds. ProSight Investment and Parallel Investment own directly 15,335,633 and 2,258,668 shares, respectively, of Common Stock, which may be deemed to be beneficially owned indirectly by their managing member, Equity Management. Shares of Common Stock that correspond to certain of the Funds' membership interests in ProSight Investment may be deemed to be beneficially owned indirectly by: GS Capital VI, which may, in turn, be deemed to be beneficially owned indirectly by its general partner, GSCP VI Offshore Advisors; GS VI Offshore, which may, in turn, be deemed to be beneficially owned indirectly by its general partner GSCP VI Offshore Advisors; and GS Germany VI, which may, in turn, be deemed to be beneficially owned indirectly by its general partner, GS GmbH. Shares of Common Stock that correspond to GS Parallel's membership interests in Parallel Investment may be deemed to be beneficially owned indirectly by GS Parallel, which may, in turn, be deemed to be beneficially owned indirectly by its general partner, GS Advisors VI. The Reporting Persons disclaim beneficial ownership of all shares of Common Stock in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. In connection with the Issuer's initial public offering, ProSight Global Holdings, Inc., an exempted company incorporated in Bermuda and the Issuer's direct parent ("PGHL"), merged with and into the Issuer (the "Reorganization"). As a result of the Reorganization, the separate existence of PGHL ceased, and the Issuer, as the surviving entity, continued its corporate existence under the laws of the State of Delaware. Pursuant to the Reorganization, each holder of PGHL's shares of capital stock received 6.46 shares of Common Stock in exchange for every one share of capital stock of PGHL held by such holder. The Reorganization did not alter the proportionate interests of the securities holders. /s/ Jennifer Lee, Attorney-in-fact 2019-07-31-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-31-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-31-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-31-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-31-04:00 /s/ Jennifer Lee, Attorney-in-fact 2019-07-31-04:00