0001408356-16-000177.txt : 20161123
0001408356-16-000177.hdr.sgml : 20161123
20161123164638
ACCESSION NUMBER: 0001408356-16-000177
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161121
FILED AS OF DATE: 20161123
DATE AS OF CHANGE: 20161123
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SOLARCITY CORP
CENTRAL INDEX KEY: 0001408356
STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700]
IRS NUMBER: 020781046
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3055 CLEARVIEW WAY
CITY: SAN MATEO
STATE: CA
ZIP: 94402
BUSINESS PHONE: 650-638-1028
MAIL ADDRESS:
STREET 1: 3055 CLEARVIEW WAY
CITY: SAN MATEO
STATE: CA
ZIP: 94402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rive Lyndon R
CENTRAL INDEX KEY: 0001560173
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35758
FILM NUMBER: 162017110
MAIL ADDRESS:
STREET 1: 3055 CLEARVIEW WAY
CITY: SAN MATEO
STATE: CA
ZIP: 94402
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2016-11-21
1
0001408356
SOLARCITY CORP
SCTY
0001560173
Rive Lyndon R
3055 CLEARVIEW WAY
SAN MATEO
CA
94402
1
1
0
0
Chief Executive Officer
Common Stock
2016-11-21
2016-11-21
4
D
0
22800
D
0
D
Common Stock
2016-11-21
2016-11-21
4
D
0
2267008
D
0
I
By LLC
Common Stock
2016-11-21
2016-11-21
4
D
0
1348
D
0
I
As Custodian
Option to Purchase Common Stock
1.62
2016-11-21
2016-11-21
4
D
0
647913
0
D
Common Stock
647913
0
D
Option to Purchase Common Stock
5.07
2016-11-21
2016-11-21
4
D
0
1000000
0
D
Common Stock
1000000
0
D
Option to Purchase Common Stock
48.97
2016-11-21
2016-11-21
4
D
0
3000000
0
D
Common Stock
3000000
0
D
Zero Coupon Convertible Senior Notes due 2020
33.00
2015-12-07
2020-12-01
Common Stock
3000000.00
0
D
Outstanding shares of the common stock of the Issuer were converted into the right to receive 0.110 shares of Tesla common stock for each share of the Issuer's common stock issued and outstanding, with cash paid in lieu of fractional shares, in accordance with the Merger Agreement.
Since reporting person's last report, 659,574 shares previously owned directly by the reporting person were transferred to an investment company managed by the reporting person.
Since reporting person's last report, 1,348 shares previously owned by the reporting person were transferred to the reporting person as custodian for his minor children.
Outstanding stock options and restricted stock unit awards ("RSUs") of the Issuer were assumed by Tesla and automatically converted into corresponding equity incentive awards on common stock of Tesla in accordance with the Merger Agreement.
Pursuant to its terms, this option to purchase common stock of the Issuer expired upon the closing of the Merger.
The Zero Coupon Convertible Senior Notes due 2020 have been adjusted to become convertible into shares of Tesla common stock.
This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 31, 2016, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on August 1, 2016, and by which the Issuer became a wholly-owned subsidiary (the "Merger") of Tesla Motors, Inc. ("Tesla").
/s/ Seth R. Weissman, Atty-in-fact for Lyndon R. Rive
2016-11-23