FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/25/2015 |
3. Issuer Name and Ticker or Trading Symbol
SolarEdge Technologies Inc [ SEDG ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 500,000 | I | By ORR Partners I, L.P.(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | (1) | (1) | Common Stock | 676,470 | (1) | I | By ORR Partners I, L.P.(2) |
Series B Convertible Preferred Stock | (1) | (1) | Common Stock | 163,132 | (1) | I | By ORR Partners I-S, L.P.(2) |
Series C Convertible Preferred Stock | (1) | (1) | Common Stock | 194,903 | (1) | I | By ORR Partners I-S, II, L.P.(2) |
Series D Convertible Preferred Stock | (1) | (1) | Common Stock | 21,654 | (1) | I | By ORR Partners I-S, III, L.P.(2) |
Series D-1 Convertible Preferred Stock | (1) | (1) | Common Stock | 34,380 | (1) | I | By ORR Partners I-S, III, L.P.(2) |
Series D-2 Convertible Preferred Stock | (1) | (1) | Common Stock | 41,256 | (1) | I | By ORR Partners I-S, III, L.P.(2) |
Series D-3 Convertible Preferred Stock | (1) | (1) | Common Stock | 68,948 | (1) | I | By ORR Partners I-S, III, L.P.(2) |
Explanation of Responses: |
1. Each three (3) shares of the issuer's Series D-3, D-2, D-1, D, C, B, and A Convertible Preferred Stock will convert into one (1) share of the issuer's Common Stock immediately prior to the closing of an approved initial public offering meeting certain criteria ("IPO"). Such shares have no expiration date. |
2. As specified on Table I and Table II, shares are held directly by ORR Partners I, L.P., ORR Partners I-S, L.P., ORR Partners I-S, II, L.P., or ORR Partners I-S, III, L.P. (collectively, the "ORR Partners Funds"). Avery More is the general partner of the ORR Partners Funds, and has voting and investment power with respect to the shares held by the ORR Partners Funds. Thus, he may be deemed to have indirect beneficial ownership of such shares. Avery More disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
/s/ Avery More | 03/25/2015 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |