0001104659-21-101693.txt : 20210806
0001104659-21-101693.hdr.sgml : 20210806
20210806194254
ACCESSION NUMBER: 0001104659-21-101693
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210804
FILED AS OF DATE: 20210806
DATE AS OF CHANGE: 20210806
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DWYER CLEMENT S JR
CENTRAL INDEX KEY: 0001098817
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38996
FILM NUMBER: 211154281
MAIL ADDRESS:
STREET 1: 155 FLEET STREET
CITY: PORTSMOUTH
STATE: NH
ZIP: 03801
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
tm2124424d7_4.xml
OWNERSHIP DOCUMENT
X0306
4
2021-08-04
1
0001634038
ProSight Global, Inc.
PROS
0001098817
DWYER CLEMENT S JR
412 MT. KEMBLE AVENUE,
SUITE 300
MORRISTOWN
NJ
07960
1
0
0
0
Common Stock
2021-08-04
4
D
0
38280
12.85
D
0
I
By IRA
Restricted Stock Units
2021-08-04
4
D
0
63450
D
Common Stock
63450
0
I
By Clement S. Dwyer, Jr. and Martha H. Dwyer 2015 Family Trust
Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 14, 2021 , by and among ProSight Global, Inc. (the "Issuer"), Pedal Parent, Inc. and Pedal Merger Sub, Inc. providing for the merger of the Issuer and Pedal Merger Sub, Inc. (the "Merger") and, at the effective time of the Merger, each share of the Issuer's common stock was converted into the right to receive $12.85 in cash, without interest and less any required withholding taxes (the "Per Share Merger Consideration"). The Merger was completed on August 4, 2021.
Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding vested and unvested time-vesting restricted stock unit award was cancelled and converted into the right to receive an amount in cash, less any required withholding taxes, equal to the product of (A) the number of shares subject to such award multiplied by (B) the Per Share Consideration.
/s/ Patrick Horan (Attorney-in-Fact)
2021-08-06