SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Gelbaum David

(Last) (First) (Middle)
1835 NEWPORT BLVD.
A109-PMB 467

(Street)
COSTA MESA CA 92627

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ENTECH SOLAR, INC. [ ENSL.OB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1) 12/15/2009 P 5,000,000 A $0.08 53,805,551 D
Common Stock(2) 12/15/2009 C 25,498,630 A $0.08 79,304,181 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (right to buy)(1) $0.08 12/05/2009 P 3,750,000 12/21/2009 12/21/2009 Common Stock 3,750,000 (1) 3,750,000 D
Option (right to buy) (1) $0.08 12/05/2009 P 3,750,000 12/28/2009 12/28/2009 Common Stock 3,750,000 (1) 3,750,000 D
Option (right to buy) (1) $0.08 12/05/2009 P 3,750,000 01/04/2010 01/04/2010 Common Stock 3,750,000 (1) 3,750,000 D
1. Name and Address of Reporting Person*
Gelbaum David

(Last) (First) (Middle)
1835 NEWPORT BLVD.
A109-PMB 467

(Street)
COSTA MESA CA 92627

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Quercus Trust

(Last) (First) (Middle)
1835 NEWPORT BLVD.
A109-PMB 467

(Street)
COSTA MESA CA 92627

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Gelbaum Monica Chavez

(Last) (First) (Middle)
1835 NEWPORT BLVD.
A109-PMB 467

(Street)
COSTA MESA CA 92627

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Footnote 1 is attached hereto as Exhibit 99.1.
2. On December 15, 2009, pursuant to the terms of the SPA, the Reporting Persons acquired 25,498,630 shares of Common Stock upon conversion at a price of $0.08 per share of all amounts due and payable under the terms of that certain Convertible Promissory Note dated September 10, 2009 (the "Note"). Upon conversion, the Note was deemed paid in full.
Remarks:
/s/ David Gelbaum, Co-Trustee, The Quercus Trust 12/17/2009
/s/ David Gelbaum, as attorney-in-fact for Monica Chavez Gelbaum, Co-Trustee, The Quercus Trust 12/17/2009
** 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 4 (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.
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