SEC Form 4 · accession 0001209191-16-141301
Sunrun Inc. · RUN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
William B Elmore
10% Owner
Paul G Koontz
10% Owner
Michael N Schuh
10% Owner
Paul R Holland
10% Owner
Warren M Weiss
10% Owner
FOUNDATION CAPITAL VI LP
10% Owner
Charles Moldow
10% Owner
Foundation Capital, LLC
10% Owner
Period of report
Sep 12, 2016
Accepted (ET)
Sep 13, 2016 · 7:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001469367
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Sep 12, 2016 | J | 1,100,000 | $0.00 | D | 10,841,468 | I | By Foundation Capital VI, L.P. |
| Common StockF2 | Sep 12, 2016 | J | 283,250 | $0.00 | A | 283,250 | I | By Foundation Capital Management Co. VI, L.L.C. |
| Common StockF2 | Sep 12, 2016 | J | 283,250 | $0.00 | D | 0 | I | By Foundation Capital Management Co. VI, L.L.C. |
| Common StockF4 | Sep 12, 2016 | J | 755 | $0.00 | A | 755 | I | By Foundation Capital, LLC |
| Common StockF2 | Sep 12, 2016 | J | 89,619 | $0.00 | D | 0 | I | By Foundation Capital VI Principals Fund, LLC |
| Common StockF2,F7 | Sep 12, 2016 | J | 25,654 | $0.00 | A | 67,660 | I | By William B. Elmore Revocable Trust |
| Common StockF2,F9 | Sep 12, 2016 | J | 26,746 | $0.00 | A | 53,492 | I | By Elmore Family Investments B, LP |
| Common StockF2,F10 | Sep 12, 2016 | J | 24,798 | $0.00 | A | 57,315 | I | By Holland/Yates Family Trust dtd 7/23/1999 |
| Common StockF2,F11 | Sep 12, 2016 | J | 4,124 | $0.00 | A | 13,656 | I | By The Holland Childrens Trust |
| Common StockF10 | Sep 12, 2016 | J | 2,674 | $0.00 | A | 59,989 | I | By Holland/Yates Family Trust dtd 7/23/1999 |
| Common StockF2,F12 | Sep 12, 2016 | J | 6,685 | $0.00 | A | 21,879 | I | By Koontz Revocable Trust U/A/D 6/29/1998 |
| Common StockF2,F13 | Sep 12, 2016 | J | 11,743 | $0.00 | A | 40,887 | I | By Michael N. & Mary G. Schuh 1990 Family Trust |
| Common StockF2,F13 | Sep 12, 2016 | J | 2,674 | $0.00 | A | 43,561 | I | By Michael N. & Mary G. Schuh 1990 Family Trust |
| Common StockF2,F14 | Sep 12, 2016 | J | 29,814 | $0.00 | A | 98,820 | I | By Warren M. Weiss Trust UA dated 7/20/2005 |
| Common StockF2 | Sep 12, 2016 | J | 5,349 | $0.00 | A | 104,169 | I | By Warren M. Weiss Trust UA dated 7/20/2005 |
| Common StockF2,F15 | Sep 12, 2016 | J | 5,541 | $0.00 | A | 17,418 | I | By Ally L. Weiss GST Exempt Trust |
| Common StockF2,F16 | Sep 12, 2016 | J | 5,541 | $0.00 | A | 17,418 | I | By Shane T. Weiss GST Exempt Trust |
| Common StockF2,F17 | Sep 12, 2016 | J | 35,455 | $0.00 | A | 54,301 | I | By Moldow Family Trust dated 11/11/2003 |
| Common StockF2,F17 | Sep 12, 2016 | J | 1,605 | $0.00 | A | 55,906 | I | By Moldow Family Trust dated 11/11/2003 |
| Common StockF2,F18 | Sep 12, 2016 | J | 4,491 | $0.00 | A | 4,491 | I | The Moldow 2008 Children?s Trust |
| Common StockF20,F2,F18 | Sep 13, 2016 | S | 4,491 | $5.82 | D | 0 | I | The Moldow 2008 Children?s Trust |
| Common StockF21,F2,F17 | Sep 13, 2016 | S | 37,060 | $5.82 | D | 18,846 | I | By Moldow Family Trust dated 11/11/2003 |
| Common StockF23,F4 | Sep 13, 2016 | S | 755 | $5.73 | D | 0 | I | By Foundation Capital, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. effected following the close of the trading market on September 12, 2016 without consideration to its limited partners and its general partner, Foundation Capital Management Co. VI, L.L.C. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.
- F10The shares are held by the Holland/Yates Family Trust dtd 7/23/1999 (the "Holland Family Trust"). Paul R. Holland is a trustee of the Holland Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Holland Family Trust except to the extent of his proportionate pecuniary interest therein.
- F11The shares are held by The Holland Children's Trust (the "Holland Children's Trust"). Paul R. Holland is a trustee of the Holland Children's Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Holland Children's Trust except to the extent of his proportionate pecuniary interest therein.
- F12The shares are held by the Koontz Revocable Trust U/A/D 6/29/1998 (the "Koontz Trust"). Paul G. Koontz is a trustee of the Koontz Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Koontz Trust except to the extent of his proportionate pecuniary interest therein.
- F13The shares are held by the Michael N. & Mary G. Schuh 1990 Family Trust (the "Schuh Trust"). Michael N. Schuh is a trustee of the Schuh Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Schuh Trust except to the extent of his proportionate pecuniary interest therein.
- F14The shares are held by The Warren M. Weiss Trust UA dated 7/20/2005 (the "Weiss Trust"). Warren M. Weiss is a trustee of the Weiss Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Weiss Trust except to the extent of his proportionate pecuniary interest therein.
- F15The shares are held by the ALLY L. WEISS GST EXEMPT TRUST (the "ALLY Trust"), a trust controlled by or for the benefit of one or more of Warren M. Weiss' family members. The Reporting Person disclaims beneficial ownership of the shares held by the ALLY Trust except to the extent of his proportionate pecuniary interest therein.
- F16The shares are held by the SHANE T. WEISS GST EXEMPT TRUST (the "SHANE Trust"), a trust controlled by or for the benefit of one or more of Warren M. Weiss' family members. The Reporting Person disclaims beneficial ownership of the shares held by the SHANE Trust except to the extent of his proportionate pecuniary interest therein.
- F17The shares are held by the Moldow Family Trust dated 11/11/2003 (the "Moldow Family Trust"). Charles P. Moldow is a trustee of the Moldow Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Moldow Family Trust except to the extent of his proportionate pecuniary interest therein.
- F18The shares are held by The Moldow 2008 Children's Trust (the "Moldow Children's Trust"). Charles P. Moldow is a trustee of the Moldow Children's Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Moldow Children's Trust except to the extent of his proportionate pecuniary interest therein.
- F19Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.
- F2Foundation Capital Management Co. VI, L.L.C. ("FCM VI") is the sole general partner and manager of Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC, respectively, and has sole voting and investment power with respect to the shares held by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. William B. Elmore, Paul G. Koontz, Michael N. Schuh, Paul R. Holland, Steve P. Vassallo, Charles P. Moldow and Warren M. Weiss are managing members of FCM VI, and may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managing members disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein. Mr. Vassallo is a member of the Board of Directors of the Issuer and, accordingly, files separate Section 16 reports.
- F20Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.64 to $6.00 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F21Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.62 to $5.81 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F22On September 13, 2016, Foundation Capital, LLC sold 755 shares of stock pursuant to a 10b5-1 Plan dated May 31, 2016.
- F23Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.61 to $5.99 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F3Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital Management Co. VI, L.L.C. effected following the close of the trading market on September 12, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.
- F4Paul R. Holland, Warren M. Weiss, Charles Moldow and Steve P. Vassallo are managers of Foundation Capital, LLC. Foundation Capital, LLC is under common control with Foundation Capital Management Co. VI, L.L.C. As such, each of the managers may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managers disclaim beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein. Mr. Vassallo is a member of the Board of Directors of the Issuer and, accordingly, files separate Section 16 reports.
- F5Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC effected following the close of the trading market on September 12, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.
- F6Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. described in footnote 1 above.
- F7The shares are held by the William B. Elmore Revocable Trust (the "Elmore Trust"). William B. Elmore is a trustee of the Elmore Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Elmore Trust except to the extent of his proportionate pecuniary interest therein.
- F8Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC described in footnote 5 above.
- F9The shares are held by Elmore Family Investments B, LP (the "Elmore Partnership"). William B. Elmore is a general partner of the Elmore Partnership. The Reporting Person disclaims beneficial ownership of the shares held by the Elmore Partnership except to the extent of his proportionate pecuniary interest therein.