Sec Form 4 Filing - Arnold Anthony @ ProSight Global, Inc. - 2019-08-09-04:00

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Arnold Anthony
2. Issuer Name and Ticker or Trading Symbol
ProSight Global, Inc. [ PROS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O GOLDMAN SACHS & CO. LLC, 200 WEST STREET
3. Date of Earliest Transaction (MM/DD/YY)
08/09-04:00/2019
(Street)
NEW YORK, NY10282
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 08/09-04:00/2019 P 8,083 ( 5 ) A $ 18.3 17,602,384 I See footnotes ( 1 ) ( 5 )
Common Stock 08/09-04:00/2019 S 8,083 ( 5 ) D $ 18.3 17,594,301 I See footnotes ( 1 ) ( 5 )
Common Stock 09/28-04:00/2020 X 1,860 ( 2 ) A $ 0 17,006,876 ( 3 ) I See footnotes ( 1 ) ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 ) 09/28-04:00/2020 X 1,860 ( 2 ) ( 2 ) Common Stock 1,860 ( 2 ) 20,226 ( 4 ) I See footnotes ( 1 ) ( 2 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Arnold Anthony
C/O GOLDMAN SACHS & CO. LLC
200 WEST STREET
NEW YORK, NY10282
X
Signatures
/s/ Jamison Yardley, Attorney-in-fact 09/30-04:00/2020
Signature of Reporting Person Date
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, and this report shall not be deemed an admission that any such person 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.
( 2 )Represents the settlement of 1,860 vested RSUs awarded to Sumit Rajpal pursuant to the non-employee director compensation policy of ProSight Global, Inc. ("PGI" or the "Issuer") for his service as a director of the Issuer into 1,860 shares of Common Stock, par value $0.01 per share of PGI (the "Common Stock") in connection with Mr.Rajpal's departure from the Issuer's board of directors. Mr. Rajpal held the RSUs on behalf of Goldman Sachs and GS Group.
( 3 )Includes 17,005,016 shares of Common Stock that may be deemed to be beneficially owned by reason of the direct beneficial ownership of Common Stock by certain investment entities (the "GS Funds") because GS Group, or affiliates of GS Group and Goldman Sachs, are the general partner, managing general partner, managing partner, managing member or member of the GS Funds. Goldman Sachs is the investment manager of certain of the GS Funds.
( 4 )Represents 11,043 RSUs held by the Reporting Person and 9,183 RSUs held by Magnus T. Helgason, in each case, on behalf of Goldman Sachs and GS Group.
( 5 )The disclosed transactions, which were not previously reported, were effected by Goldman Sachs acting as agent on behalf of Goldman Sachs International, which entered into a riskless principal transaction to facilitate a client trade in the ordinary course of its business.

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