0001209191-21-050294.txt : 20210806
0001209191-21-050294.hdr.sgml : 20210806
20210806213934
ACCESSION NUMBER: 0001209191-21-050294
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: GOLDMAN SACHS & CO. LLC
CENTRAL INDEX KEY: 0000769993
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38996
FILM NUMBER: 211154426
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 2129021000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS & CO
DATE OF NAME CHANGE: 19931102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC
CENTRAL INDEX KEY: 0000886982
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38996
FILM NUMBER: 211154425
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/
DATE OF NAME CHANGE: 20010104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS Capital Partners VI Parallel LP
CENTRAL INDEX KEY: 0001386577
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38996
FILM NUMBER: 211154423
BUSINESS ADDRESS:
STREET 1: 85 Broad St
CITY: New York
STATE: NY
ZIP: 10004
MAIL ADDRESS:
STREET 1: 85 Broad St
CITY: New York
STATE: NY
ZIP: 10004
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: 211154421
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: GS Capital Partners VI Offshore Fund, L.P.
CENTRAL INDEX KEY: 0001394285
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38996
FILM NUMBER: 211154417
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: 211154422
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: GS Capital Partners VI Fund, L.P.
CENTRAL INDEX KEY: 0001394287
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38996
FILM NUMBER: 211154424
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: 211154420
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: 211154418
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: 211154419
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
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
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-08-04
1
0001634038
ProSight Global, Inc.
PROS
0000769993
GOLDMAN SACHS & CO. LLC
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0000886982
GOLDMAN SACHS GROUP INC
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001394287
GS Capital Partners VI Fund, L.P.
1209 ORANGE STREET
WILMINGTON
DE
19801
0
0
1
0
0001386577
GS Capital Partners VI Parallel LP
85 BROAD ST
NEW YORK
NY
10004
0
0
1
0
0001394286
GSCP VI Advisors, L.L.C.
1209 ORANGE STREET
WILMINGTON
DE
19801
0
0
1
0
0001394278
GSCP VI Offshore Advisors, L.L.C.
1209 ORANGE STREET
WILMINGTON
DE
19801
0
0
1
0
0001497473
ProSight Parallel Investment LLC
C/O GOLDMAN, SACHS & CO.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001497475
ProSight Equity Managment Inc.
C/O GOLDMAN, SACHS & CO.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001497474
ProSight Investment LLC
C/O GOLDMAN, SACHS & CO.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001394285
GS Capital Partners VI Offshore Fund, L.P.
1209 ORANGE STREET
WILMINGTON
DE
19801
0
0
1
0
Common Stock
2021-08-04
4
J
0
17016059
12.85
D
0
I
See Footnotes
Restricted Stock Units
2021-08-04
4
J
0
11043
12.85
D
Common Stock
11043
0
I
See Footnotes
Pursuant to a merger on August 4, 2021 (the "Merger"), each share of common stock of the Issuer was converted into the right to receive $12.85 in cash, in accordance with the Agreement and Plan of Merger, dated as of January 14, 2021 ("Merger Agreement"), entered into among Pedal Parent, Inc. ("Parent"), Pedal Merger Sub, Inc., a wholly-owned subsidiary of Parent, and the Issuer.
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."
Goldman Sachs and GS Group may be deemed to beneficially own indirectly securities of the Issuer by reason of direct beneficial ownership of such securities 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 had owned directly 14,821,997 and 2,183,019 shares, respectively, of Common Stock, which may be deemed to have been 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 securities of the Issuer 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.
Represents vested restricted stock units ("RSUs") previously awarded by the Issuer to Anthony Arnold, a managing director of Goldman Sachs, for his service as a director of the Issuer and held by Mr. Arnold on behalf of GS Group. On August 4, 2021, the RSUs were cancelled pursuant to the Merger Agreement in exchange for an amount in cash equal to the product the number of shares of common stock subject to the award multiplied by $12.85 per share.
This Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons.
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06
/s/ Jamison Yardley, Attorney-in-fact
2021-08-06