0000899243-16-034324.txt : 20161123 0000899243-16-034324.hdr.sgml : 20161123 20161123161858 ACCESSION NUMBER: 0000899243-16-034324 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161121 FILED AS OF DATE: 20161123 DATE AS OF CHANGE: 20161123 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SOLARCITY CORP CENTRAL INDEX KEY: 0001408356 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 020781046 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3055 CLEARVIEW WAY CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 650-638-1028 MAIL ADDRESS: STREET 1: 3055 CLEARVIEW WAY CITY: SAN MATEO STATE: CA ZIP: 94402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Draper Associates Riskmasters Fund III, LLC CENTRAL INDEX KEY: 0001565224 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35758 FILM NUMBER: 162016856 BUSINESS ADDRESS: STREET 1: 2882 SAND HILL ROAD, #150 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-9000 MAIL ADDRESS: STREET 1: 2882 SAND HILL ROAD, #150 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Draper Associates Riskmasters Fund, LLC CENTRAL INDEX KEY: 0001564069 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35758 FILM NUMBER: 162016857 BUSINESS ADDRESS: STREET 1: 2882 SAND HILL ROAD, SUITE 150 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-9000 MAIL ADDRESS: STREET 1: 2882 SAND HILL ROAD, SUITE 150 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fisher John H N CENTRAL INDEX KEY: 0001304934 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35758 FILM NUMBER: 162016858 MAIL ADDRESS: STREET 1: 3 WEST PLUMERIA CITY: SAN JOSE STATE: CA ZIP: 95134 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-11-21 1 0001408356 SOLARCITY CORP SCTY 0001304934 Fisher John H N C/O DRAPER FISHER JURVETSON 2882 SAND HILL ROAD, SUITE 150 MENLO PARK CA 94025 1 0 0 0 0001564069 Draper Associates Riskmasters Fund, LLC C/O DRAPER FISHER JURVETSON 2882 SAND HILL ROAD, SUITE 150 MENLO PARK CA 94025 0 0 1 0 0001565224 Draper Associates Riskmasters Fund III, LLC C/O DRAPER FISHER JURVETSON 2882 SAND HILL ROAD, SUITE 150 MENLO PARK CA 94025 0 0 1 0 Common Stock 2016-11-21 2016-11-21 4 D 0 826745 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 260838 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 1653952 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 7970 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 22403 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 136138 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 401053 D 0 I By Family Trust Common Stock 2016-11-21 2016-11-21 4 D 0 399383 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 518 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 319 D 0 I See Footnotes Common Stock 2016-11-21 2016-11-21 4 D 0 24388 D 0 I See Footnote Common Stock 2016-11-21 2016-11-21 4 D 0 6776 D 0 I See Footnote Common Stock 2016-11-21 2016-11-21 4 D 0 500 D 0 I See Footnote Option to Purchase Common Stock 62.51 2016-11-21 2016-11-21 4 D 0 30000 0.00 D Common Stock 30000 0 D Option to Purchase Common Stock 62.51 2016-11-21 2016-11-21 4 D 0 3500 0.00 D Common Stock 3500 0 D Option to Purchase Common Stock 62.51 2016-11-21 2016-11-21 4 D 0 5000 0.00 D Common Stock 5000 0 D Option to Purchase Common Stock 62.51 2016-11-21 2016-11-21 4 D 0 1000 0.00 D Common Stock 1000 0 D Outstanding shares of the common stock of the Issuer were converted into the right to receive 0.110 shares of Tesla common stock for each share of the Issuer's common stock issued and outstanding, with cash paid in lieu of fractional shares, in accordance with the Merger Agreement. These shares are owned directly by Draper Fisher Jurvetson Fund IX, L.P. These shares are owned directly by Draper Fisher Jurvetson Fund X, L.P. These shares are owned directly by Draper Fisher Jurvetson Growth Fund 2006, L.P. These shares are owned directly by Draper Fisher Jurvetson Partners X, LLC. These shares are owned directly by Draper Fisher Jurvetson Partners IX, LLC. These shares are owned directly by Draper Fisher Jurvetson Partners Growth Fund 2006, LLC. These shares are owned directly by the J. Fisher and J Caldwell Living Trust of which the reporting person is a co-trustee. Represents 177,612 shares held of record by Draper Associates, L.P., 160,396 shares held of record by Draper Associates Riskmasters Fund, LLC, and 61,375 shares held of record by Draper Associates Riskmasters Fund III, LLC. John H.N. Fisher is a member of the issuer's board of directors. Timothy C. Draper, John H.N. Fisher and Stephen T. Jurvetson are managing directors of the general partner entities of Draper Fisher Jurvetson Fund IX, L.P. (Fund IX) and Draper Fisher Jurvetson Fund X, L.P. (Fund X) that directly hold shares and as such they may be deemed to have voting and investment power with respect to such shares. Draper Fisher Jurvetson Partners IX, LLC invests lockstep alongside Fund IX. Draper Fisher Jurvetson Partners X, LLC invests lockstep alongside Fund X. Draper Associates, L.P. (DALP) invests lockstep alongside Fund IX and Fund X. The General Partner of DALP is Draper Associates, Inc. which is controlled by its President and majority shareholder, Timothy C. Draper. Draper Associates Riskmasters Fund, LLC (DARF) and Draper Associates Riskmasters Fund III, LLC (DARFIII) invest lockstep alongside Fund IX and Fund X, instead and in place of DALP beginning June 2010. The Managing Member of DARF and DARFIII is Timothy C. Draper. John H.N. Fisher, Barry M. Schuler and Mark W. Bailey are managing directors of the general partner entities of Draper Fisher Jurvetson Growth Fund 2006, L.P. (Growth Fund) that directly hold shares and as such they may be deemed to have voting and investment power with respect to such shares. Draper Fisher Jurvetson Partners Growth Fund 2006, LLC (Growth Partners) invests lockstep alongside Growth Fund. The managing members of Growth Partners are John H.N. Fisher, Barry M. Schuler and Mark W. Bailey. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein. Mr. Fisher is one of several managing directors of the general partner entities of these funds that directly hold shares and as such Mr. Fisher may be deemed to have voting and investment power with respect to such shares. Mr. Fisher disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. Mr. Fisher is one of several managing directors of the general partner entities of these funds that directly hold shares and as such Mr. Fisher may be deemed to have voting and investment power with respect to such shares. Mr. Fisher disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. These shares are owned directly by Draper Fisher Jurvetson Fund IX Partners, L.P. These shares are owned directly by Draper Fisher Jurvetson Fund X Partners, L.P. These shares are owned directly by John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08. Mr. Fisher disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. These shares are owned directly by JHNF Investment LLC. Mr. Fisher disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. These shares are owned directly by the Fisher/Caldwell 2012 Irrevocable Children's Trust U/A/D 6-12-12 of which the reporting person is a co-trustee. Mr. Fisher disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. These shares are held by the reporting person as custodian for a minor child. Outstanding stock options and restricted stock unit awards ("RSUs") of the Issuer were assumed by Tesla and automatically converted into corresponding equity incentive awards on common stock of Tesla in accordance with the Merger Agreement. This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 31, 2016, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on August 1, 2016, and by which the Issuer became a wholly-owned subsidiary (the "Merger") of Tesla Motors, Inc. ("Tesla"). Form 2 of 2 /s/ John H.N. Fisher 2016-11-21 /s/ Timothy C. Draper, Managing Member Draper Associates Riskmasters Fund, LLC 2016-11-21 /s/ Timothy C. Draper, Managing Member Draper Associates Riskmasters Fund III, LLC 2016-11-21