SEC FORM 3

SEC Form 3

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Philpot Michelle

(Last)

(First)

(Middle)

225 BUSH STREET, SUITE 1400

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/02/2019

3. Issuer Name and Ticker or Trading Symbol
Sunrun Inc. [ RUN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Accounting Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	56,697⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Employee Stock Option (right to buy)	⁽²⁾	03/02/2026	Common Stock	43,746	$6.4	D
Employee Stock Option (right to buy)	⁽³⁾	03/14/2027	Common Stock	45,661	$5	D
Employee Stock Option (right to buy)	⁽⁴⁾	03/19/2028	Common Stock	60,500	$8.05	D
Employee Stock Option (right to buy)	⁽⁵⁾	03/13/2029	Common Stock	26,978	$14.57	D

Explanation of Responses:

1. Shares held include 56,697 shares of Common Stock underlying restricted stock units, which are subject to forfeiture until they vest.

2. 25% of the shares subject to the option vested on March 3, 2017, and 1/48 of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.

3. 25% of the shares subject to the option vested on March 15, 2018, and 1/48 of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.

4. 25% of the shares subject to the option vested on March 15, 2019, and 1/48 of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.

5. 25% of the shares subject to the option vest on March 15, 2020, and 1/48 of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.

Remarks:

	/s/ Jay Maloney, Attorney-in-Fact	08/12/2019
	** 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.