0001537435-17-000079.txt : 20170525 0001537435-17-000079.hdr.sgml : 20170525 20170525181146 ACCESSION NUMBER: 0001537435-17-000079 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170523 FILED AS OF DATE: 20170525 DATE AS OF CHANGE: 20170525 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TECOGEN INC. CENTRAL INDEX KEY: 0001537435 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 043536131 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 45 FIRST AVENUE CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781-466-6400 MAIL ADDRESS: STREET 1: 45 FIRST AVENUE CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: TECOGEN INC DATE OF NAME CHANGE: 20111215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benjamin Locke M. CENTRAL INDEX KEY: 0001625781 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36103 FILM NUMBER: 17871267 MAIL ADDRESS: STREET 1: 45 FIRST AVE CITY: WALTHAM STATE: MA ZIP: 02451 4 1 wf-form4_149575028917078.xml FORM 4 X0306 4 2017-05-23 0 0001537435 TECOGEN INC. TGEN 0001625781 Benjamin Locke M. 45 FIRST AVE WALTHAM MA 02451 0 1 0 0 Co-CEO Common Stock 2017-05-23 4 J 0 1418 0 A 1418 D Stock Option (Right to Buy) 18.15 2017-05-23 4 J 0 13800 0 A 2018-06-03 Common Stock 13800.0 13800 D Stock Option (Right to Buy) 10.33 2017-05-23 4 J 0 9200 0 A 2024-10-29 Common Stock 9200.0 9200 D Stock Option (Right to Buy) 5.65 2017-05-23 4 J 0 18400 0 A 2024-12-11 Common Stock 18400.0 18400 D Stock Option (Right to Buy) 5.65 2017-05-23 4 J 0 9200 0 A 2025-06-10 Common Stock 9200.0 9200 D Following the completion of the Merger and pursuant to the Merger Agreement between the Company and American DG Energy Inc. dated November 1, 2016 and as amended March 23, 2017, American DG Energy's securities were converted to securities of the Company. These options vested pursuant to the completion of the Merger between the Company and American DG Energy Inc. This transaction is exempt from liability under Section 16(b) of the Securities Exchange Act of 1934. Bonnie Brown, attorney-in-fact 2017-05-25 EX-24 2 locke_poatgen.htm POWER OF ATTORNEY

POWER OF ATORNEY

Know All Men By These Presents, that the undersigned hereby constitutes
and appoints David Garrison, the undersigned's true and lawful attorney-in-fact to:

(1)    execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Tecogen Inc. (the "Company"), Forms 3, 4, 5,
or Form ID in accordance with Section 16 of the Securities Exchange Act of 1934 and the
rules thereunder ("Section 16");

(2)    do and perform any and all acts for and on behalf of the undersigned which may
be necessary or desirable to complete and execute any such Form 3, 4, 5, or Form ID complete
and execute any amendment or amendments  thereto, and timely file such form or forms with the
United Sates Securities and Exchange Commission and any stock exchange or similar authority; and

(3)    take any other action of any type whatsoever in connection with the foregoing that, in
the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed by such attorney-in-fact
on behalf of the undersigned  pursuant to this Power of Attorney shall be in such form and shall contain
such terms and conditions as such attorney-in-fact  may approve in such attorney-in -fact's  discretion.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any
and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request
of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities
to comply with Section 16.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required
to file Forms 3, 4, 5, and Form ID with respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.

In WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of
November, 2014.

/s/ Benjamin Locke
Benjamin M. Locke
Co-CEO