SEC Form 4 · accession 0001179110-15-010403
Real Goods Solar, Inc. · RGSE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
David L Belluck
Director
Period of report
Jun 25, 2015
Accepted (ET)
Jun 29, 2015 · 7:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001425565
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F3 | Jun 25, 2015 | P | 915,000 | $3.29 | A | 1,306,533 | I | By Riverside Renewable Energy Investments, LLC |
| Class A Common StockF4 | holding | — | — | — | 3,994 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares of Class A Common Stock ("Common Stock") of Real Goods Solar, Inc. (the "Issuer") were issued upon the conversion of the indebtedness outstanding under certain notes held by Riverside Fund III, L.P. (the "Fund"), an affiliate of Riverside Renewable Energy Investments, LLC (the "Company"), pursuant to a Conversion Agreement, by and between the Fund and the Issuer (the "Conversion Agreement"). Such conversion was affected using a conversion ratio equal to $3.29, the closing price of one share of Common Stock on June 23, 2015, the date before entering into the Conversion Agreement. On June 25, 2015, the Fund assigned to the Company its rights, title and interest to the Conversion Agreement, including, without limitation, the Common Stock issued pursuant to the Conversion Agreement.
- F2The number of shares reported on this Form 4 has been adjusted to reflect the Issuer's consummation on May 17, 2015 of a reverse stock split of all outstanding shares of Common Stock at a ratio of one-for-twenty whereby twenty shares of Common Stock were combined into one share of Common Stock. As a result, the 7,830,647 shares reported on the Form 4 dated February 17, 2015 were converted to 391,533 shares following the reverse stock split.
- F3David Belluck controls Riverside Partners III, LLC, which is the general partner of Riverside Partners III, LP, which is the general partner of Riverside Fund III, LP. Riverside Renewable Energy Investments, LLC is a wholly owned subsidiary of Riverside Fund III, L.P. As such, Mr. Belluck may be deemed to indirectly control Riverside Renewable Energy Investments, LLC and may also be deemed to have indirect beneficial ownership of the Real Goods Solar, Inc. shares directly beneficially owned by Riverside Renewable Energy Investments, LLC; however, Mr. Belluck disclaims such beneficial ownership.
- F4The number of shares reported on this Form 4 has been adjusted to reflect the Issuer's consummation on May 17, 2015 of a reverse stock split of all outstanding shares of Common Stock at a ratio of one-for-twenty whereby twenty shares of Common Stock were combined into one share of Common Stock. As a result, the 79,861 shares reported on the Form 4 dated February 17, 2015 were converted to 3,994 shares following the reverse stock split.