SemiLEDs Corp — Director's Dealing 2020

Feb 28, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SemiLEDs Corp (LEDS)
CIK: 0001333822
Period of Report: 2019-11-25

Reporting Person: Simplot Scott R. (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-25	Common Stock	P	500000	$3.00	Acquired	500000	Indirect
2020-02-07	Common Stock	J	500000	$0.00	Disposed	0	Indirect
2020-02-07	Common Stock	J	500000	$0.00	Acquired	500000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-25	Convertible Unsecured Promissory Note	$3.00	P	1500000	Acquired		Common Stock (500000)	Indirect
2020-02-07	Convertible Unsecured Promissory Note	$3.00	J	1500000	Disposed		Common Stock (500000)	Indirect
2020-02-07	Convertible Unsecured Promissory Note	$3.00	J	1500000	Acquired		Common Stock (500000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	989934	Indirect
Common Stock	31036	Indirect

Footnotes

F1: Consists of 989,934 shares of Common Stock owned of record by Simplot Taiwan Inc., an Idaho corporation. Simplot Taiwan Inc. is wholly owned by J.R. Simplot Company, a Nevada corporation. Mr. Simplot is the chairman of J.R. Simplot Company, and so may be deemed to have shared voting and investment power over such shares. Mr. Simplot disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

F2: Consists of 31,036 shares of Common Stock owned of record by JRS Properties III LLLP, an Idaho limited liability limited partnership. The sole general partner of JRS Properties III LLLP is JRS Management, L.L.C., an Idaho limited liability company. Mr. Simplot and Stephen A. Beebe are the managers of JRS Management, L.L.C., and so Mr. Simplot may be deemed to have shared voting and investment power over such shares. Mr. Simplot disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

F3: Consists of a Convertible Unsecured Promissory Note initially issued to J.R. Simplot Company in the principal amount of $1,500,000. The Note is convertible into Common Stock at any time at a conversion price of $3.00 per share. Mr. Simplot is the chairman of J.R. Simplot Company, and so may be deemed to have shared voting and investment power over the shares into which such Note is convertible. Mr. Simplot disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

F4: On February 7, 2020, J.R. Simplot Company assigned the Convertible Unsecured Promissory Note to Simplot Taiwan Inc. for no consideration. Mr. Simplot is the chairman of J.R. Simplot Company, the sole owner of Simplot Taiwan Inc., and so may be deemed to have shared voting and investment power over the shares into which such Note is convertible. Mr. Simplot disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

F5: The Note has no expiration date.