0001209191-16-131321.txt : 20160705 0001209191-16-131321.hdr.sgml : 20160705 20160705193606 ACCESSION NUMBER: 0001209191-16-131321 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160630 FILED AS OF DATE: 20160705 DATE AS OF CHANGE: 20160705 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sunrun Inc. CENTRAL INDEX KEY: 0001469367 STANDARD INDUSTRIAL CLASSIFICATION: HEATING EQUIP, EXCEPT ELEC & WARM AIR & PLUMBING FIXTURES [3430] IRS NUMBER: 262841711 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 595 MARKET STREET, 29TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-580-6900 MAIL ADDRESS: STREET 1: 595 MARKET STREET, 29TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: SunRun Inc. DATE OF NAME CHANGE: 20090730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vassallo Steven CENTRAL INDEX KEY: 0001567929 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752206 MAIL ADDRESS: STREET 1: C/O FOUNDATION CAPITAL STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weiss Warren M CENTRAL INDEX KEY: 0001399347 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752207 MAIL ADDRESS: STREET 1: FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHUH MICHAEL N CENTRAL INDEX KEY: 0001205498 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752208 MAIL ADDRESS: STREET 1: FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD STE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Moldow Charles CENTRAL INDEX KEY: 0001452009 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752209 MAIL ADDRESS: STREET 1: C/O FOUNDATION CAPITAL STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KOONTZ PAUL G CENTRAL INDEX KEY: 0001205496 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752210 MAIL ADDRESS: STREET 1: FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD STE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOLLAND PAUL R CENTRAL INDEX KEY: 0001205501 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752211 MAIL ADDRESS: STREET 1: FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD STE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELMORE WILLIAM B CENTRAL INDEX KEY: 0001078748 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37511 FILM NUMBER: 161752212 MAIL ADDRESS: STREET 1: C/O FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD STE 103 CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-06-30 0 0001469367 Sunrun Inc. RUN 0001078748 ELMORE WILLIAM B 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001205501 HOLLAND PAUL R 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001205496 KOONTZ PAUL G 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001452009 Moldow Charles 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001205498 SCHUH MICHAEL N 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001399347 Weiss Warren M 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001567929 Vassallo Steven 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 Common Stock 2016-06-30 4 J 0 1100000 0.00 D 11941468 I By Foundation Capital VI, L.P. Common Stock 2016-06-30 4 J 0 283250 0.00 A 283250 I By Foundation Capital Management Co. VI, L.L.C. Common Stock 2016-06-30 4 J 0 283250 0.00 D 0 I By Foundation Capital Management Co. VI, L.L.C. Common Stock 2016-06-30 4 J 0 89619 0.00 D 89619 I By Foundation Capital VI Principals Fund, LLC Common Stock 2016-06-30 4 J 0 25425 0.00 A 42006 I By William B. Elmore Revocable Trust Common Stock 2016-06-30 4 J 0 24710 0.00 A 57227 I By Holland/Yates Family Trust dtd 7/23/1999 Common Stock 2016-06-30 4 J 0 2674 0.00 A 59901 I By Holland/Yates Family Trust dtd 7/23/1999 Common Stock 2016-06-30 4 J 0 4113 0.00 A 9532 I By The Holland Childrens Trust Common Stock 2016-06-30 4 J 0 35834 0.00 A 54680 I By Moldow Family Trust dated 11/11/2003 Common Stock 2016-06-30 4 J 0 1605 0.00 A 56285 I By Moldow Family Trust dated 11/11/2003 Common Stock 2016-06-30 4 J 0 4542 0.00 A 4542 I By The Moldow 2008 Childrens Trust Common Stock 2016-06-30 4 J 0 25513 0.00 A 25513 I By Vassallo Family Revocable Trust dated 7/15/02 Common Stock 2016-06-30 4 J 0 30041 0.00 A 70826 I By Warren M. Weiss Trust UA dated 7/20/2005 Common Stock 2016-06-30 4 J 0 5349 0.00 A 76175 I By Warren M. Weiss Trust UA dated 7/20/2005 Common Stock 2016-06-30 4 J 0 5588 0.00 A 13190 I By Ally L. Weiss GST Exempt Trust Common Stock 2016-06-30 4 J 0 5588 0.00 A 13190 I By Shane T. Weiss GST Exempt Trust Common Stock 2016-06-30 4 J 0 6685 0.00 A 15194 I By Koontz Revocable Trust U/A/D 6/29/1998 Common Stock 2016-06-30 4 J 0 11711 0.00 A 26470 I By Michael N. & Mary G. Schuh 1990 Family Trust Common Stock 2016-06-30 4 J 0 2674 0.00 A 29144 I By Michael N. & Mary G. Schuh 1990 Family Trust Common Stock 2016-06-30 4 J 0 755 0.00 A 755 I By Foundation Capital, LLC Common Stock 2016-06-30 4 J 0 26746 0.00 A 26746 I By Elmore Family Investments B, LP Common Stock 2016-07-01 4 S 0 1313 5.7396 D 11877 I By Shane T. Weiss GST Exempt Trust Common Stock 2016-07-01 4 S 0 1313 5.7351 D 11877 I By Ally L. Weiss GST Exempt Trust Common Stock 2016-07-01 4 S 0 4542 5.6558 D 0 I By The Moldow 2008 Childrens Trust Common Stock 2016-07-01 4 S 0 37439 5.4389 D 18846 I By Moldow Family Trust dated 11/11/2003 Common Stock 2016-07-01 4 S 0 7169 5.5645 D 69006 I By Warren M. Weiss Trust UA dated 7/20/2005 Common Stock 2016-07-01 4 S 0 755 5.47 D 0 I By Foundation Capital, LLC Represents 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 June 30, 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. Foundation Capital Management Co. VI, L.L.C. is the sole manager of Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC 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 Foundation Capital Management Co. VI, L.L.C., 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 of Foundation Capital Management Co. VI, L.L.C. disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his or her pecuniary interest therein. Represents 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. Represents 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 June 30, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016. Represents 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 June 30, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016. The 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. The 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. Represents 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. The 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. The shares are held by the Moldow Family Trust dated 11/11/2003 (the "Moldow Family Trust"). Charles 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. The shares are held by The Moldow 2008 Children's Trust (the "Moldow Children's Trust"). Charles 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. The shares are held by the Vassallo Family Revocable Trust dated 7/15/02 (the "Vassallo Family Trust"). Steve P. Vassallo is a trustee of the Vassallo Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Vassallo Family Trust except to the extent of his proportionate pecuniary interest therein. The 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. The 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. The 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. The 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. The 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. Paul R. Holland, Warren M. Weiss, Charles Moldow and Steve Vassallo are managers of Foundation Capital, LLC. Foundation Capital, LLC is under common control with Foundation Capital Management Co. VI, LLC. 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. The 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. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.65 to $5.85 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. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.50 to $5.85 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. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.20 to $5.85 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. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $5.35 to $5.85 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. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016. On July 1, 2016, Foundation Capital, LLC sold 755 shares of stock pursuant to a 10b5-1 Plan dated May 31, 2016. All shares were sold at this price. /s/ David Singer as Attorney-In-Fact for William B. Elmore 2016-07-05 /s/ David Singer as Attorney-in-Fact for Paul Holland 2016-07-05 /s/ David Singer as Attorney-in-Fact for Paul Koontz 2016-07-05 /s/ David Singer as Attorney-in-Fact for Charles Moldow 2016-07-05 /s/ David Singer as Attorney-in-Fact for Michael Schuh 2016-07-05 /s/ David Singer as Attorney-in-Fact for Warren M. Weiss 2016-07-05 /s/ David Singer as Attorney-in-Fact for Steve Vassallo 2016-07-05