Solon Holdco III, LLC 4
4 · Shoals Technologies Group, Inc. · Filed Dec 9, 2021
Insider Transaction Report
Form 4
Solon Dean
Director10% Owner
Transactions
- Conversion
Class B Common Stock
2021-12-07−6,000,000→ 50,072,959 total(indirect: See Footnote) - Conversion
Class A Common Stock
2021-12-07+6,000,000→ 50,072,959 total(indirect: See Footnote) - Conversion
Common Units
2021-12-07−6,000,000→ 50,072,959 total(indirect: See Footnote)→ Class A Common Stock (6,000,000 underlying)
Footnotes (3)
- [F1]Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), Dean Solon, Holdco I and Holdco II may, subject to certain exceptions, from time to time at each of their options, require Parent to redeem all or a portion of their Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.
- [F2]This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Dean Solon, (ii) Solon Holdco I, GP ("Holdco I"); (iii) Solon Holdco II, GP ("Holdco II") and (iv) Solon Holdco III, LLC ("Holdco III").
- [F3]In connection with the expiration of the post-IPO related lockup, the Reporting Persons converted Common Units (together with a corresponding number of shares of the Issuer's Class B Common Stock) into an equivalent number of shares of the Issuer's Class A Common Stock.