Shoals Technologies Group, Inc. — Director's Dealing 2021

Dec 10, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Shoals Technologies Group, Inc. (SHLS)
CIK: 0001831651
Period of Report: 2021-12-07

Reporting Person: Solon Dean (Director, 10% Owner)
Reporting Person: Solon Holdco I, GP (10% Owner)
Reporting Person: Solon Holdco II, GP (10% Owner)
Reporting Person: Solon Holdco III, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-07	Class B Common Stock	C	6000000	—	Disposed	50072959	Indirect
2021-12-07	Class A Common Stock	C	6000000	—	Acquired	50072959	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-07	Common Units	$	C	6000000	Disposed		Class A Common Stock (6000000)	Indirect

Footnotes

F1: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), Dean Solon, Holdco I and Holdco II may, subject to certain exceptions, from time to time at each of their options, require Parent to redeem all or a portion of their Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F2: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Dean Solon, (ii) Solon Holdco I, GP ("Holdco I"); (iii) Solon Holdco II, GP ("Holdco II") and (iv) Solon Holdco III, LLC ("Holdco III").

F3: In connection with the expiration of the post-IPO related lockup, the Reporting Persons converted Common Units (together with a corresponding number of shares of the Issuer's Class B Common Stock) into an equivalent number of shares of the Issuer's Class A Common Stock.