0000950170-24-003672.txt : 20240110 0000950170-24-003672.hdr.sgml : 20240110 20240110170547 ACCESSION NUMBER: 0000950170-24-003672 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240108 FILED AS OF DATE: 20240110 DATE AS OF CHANGE: 20240110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Simplot Scott R. CENTRAL INDEX KEY: 0001506776 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34992 FILM NUMBER: 24527213 MAIL ADDRESS: STREET 1: 999 MAIN STREET, SUITE 1300 CITY: BOISE STATE: ID ZIP: 83702 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SemiLEDs Corp CENTRAL INDEX KEY: 0001333822 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 202735523 FISCAL YEAR END: 0831 BUSINESS ADDRESS: STREET 1: 3F, NO. 11 KE JUNG RD., CHU-NAN SITE STREET 2: HSINCHU SCIENCE PARK, MIAO-LI COUNTY CITY: CHU-NAN STATE: F5 ZIP: 350 BUSINESS PHONE: 886-37-586788 MAIL ADDRESS: STREET 1: 3F, NO. 11 KE JUNG RD., CHU-NAN SITE STREET 2: HSINCHU SCIENCE PARK, MIAO-LI COUNTY CITY: CHU-NAN STATE: F5 ZIP: 350 4 1 ownership.xml 4 X0508 4 2024-01-08 0001333822 SemiLEDs Corp LEDS 0001506776 Simplot Scott R. 1099 WEST FRONT STREET BOISE ID 83702 true false true false false Common Stock 2024-01-08 4 C false 1050022 1.31 A 2170992 I See Footnote Common Stock 2024-01-08 4 J false 305343 1.31 A 2476335 I See Footnote Convertible Unsecured Promissory Note 1.31 2024-01-08 4 C false 1375529 0.00 D 2019-11-25 Common Stock 1050022 0 I See Footnote On February 20, 2020, J.R. Simplot Company, a Nevada corporation ("JRS"), assigned a Convertible Unsecured Promissory Note initially issued to JRS by the Issuer in the original principal amount of $1,500,00 (the "Note") for no consideration to Simplot Taiwan Inc., an Idaho corporation ("ST"). The Note is convertible into Common Stock of the Issuer at any time at a conversion price of $1.31. On January 8, 2024 (the "Effective Date"), ST converted $1,375,529 of the Note, which amount represents $1,200,000 of principal and $175,529 of interest, into 1,050,022 shares of Common Stock of the Issuer. Consists of (i) 2,139,957 shares of Common Stock owned of record by ST and (ii) 31,036 shares of Common Stock owned of record by JRS Properties III LLLP, an Idaho limited liability limited partnership ("JRS Properties"). ST is wholly owned by JRS, and Scott R. Simplot (the "Reporting Person") is the chairman of JRS. Accordingly, the Reporting Person may be deemed to have shared voting and investment power over the shares held by ST. JRS Management L.L.C., an Idaho limited liability company ("JRS Management"), is the sole general partner of JRS Properties. The Reporting Person and Stephen A. Beebe are the managers of JRS Management, and accordingly the Reporting Person may be deemed to have shared voting and investment power over the shares held by JRS Properties. The Reporting Person disclaims beneficial ownership over the shares reported herein except to the extent of his pecuniary interest therein. On the Effective Date, ST received 305,343 shares of Common Stock of the Issuer as a payment of interest pursuant to a Loan Agreement between the Issuer and JRS dated January 8, 2019, as amended on January 16, 2021, January 14, 2022, January 13, 2023 and January 7, 2024 (the "Loan Agreement"), and assigned by JRS to ST. The Reporting Person is the chairman of JRS, and accordingly may be deemed to have shared voting and investment power over such shares. The Reporting Person disclaims beneficial ownership over such shares except to the extent of his pecuniary interest therein. Consists of the number of shares issued to ST on the Effective Date representing the payment of interest under the Loan Agreement described above. The Note has no expiration date. As a result of the transaction reported herein, all amounts due and payable under the Note have been satisfied in full. /s/ Scott R. Simplot 2024-01-10