Sunrun Inc. — Director's Dealing 2015

Aug 4, 2015

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Sunrun Inc. (RUN)
CIK: 0001469367
Period of Report: 2015-08-04

Reporting Person: Wong Rich (Director, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	313204	Indirect
Common Stock	23507	Indirect
Common Stock	12574	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock (43872)		Indirect
Series A Preferred Stock	$		Common Stock (3292)		Indirect
Series A Preferred Stock	$		Common Stock (1761)		Indirect
Series B Preferred Stock	$		Common Stock (6613216)		Indirect
Series B Preferred Stock	$		Common Stock (496342)		Indirect
Series B Preferred Stock	$		Common Stock (265502)		Indirect
Series C Preferred Stock	$		Common Stock (2354097)		Indirect
Series C Preferred Stock	$		Common Stock (176681)		Indirect
Series C Preferred Stock	$		Common Stock (94510)		Indirect
Series D Preferred Stock	$		Common Stock (323835)		Indirect
Series D Preferred Stock	$		Common Stock (24305)		Indirect
Series D Preferred Stock	$		Common Stock (13001)		Indirect
Series E Preferred Stock	$		Common Stock (97227)		Indirect
Series E Preferred Stock	$		Common Stock (7297)		Indirect
Series E Preferred Stock	$		Common Stock (3903)		Indirect

Footnotes

F1: Accel X Associates L.L.C. ("A10A") is the General Partner of Accel X L.P. and has sole voting and investment power. Andrew G. Braccia, James W. Breyer, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong, a director of the Issuer, are the Managing Members of A10A and share such powers. Each Managing Member disclaims beneficial ownership except to the extent of his or her pecuniary interest therein.

F2: A10A is the General Partner of Accel X Strategic Partners L.P. and has sole voting and investment power. Andrew G. Braccia, James W. Breyer, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong, a director of the Issuer, are the Managing Members of A10A and share such powers. Each Managing Member disclaims beneficial ownership except to the extent of his or her pecuniary interest therein.

F3: Andrew G. Braccia, James W. Breyer, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong, a director of the Issuer, are the Managing Members of Accel Investors 2009 L.L.C. and therefore share the voting and investment powers. Each Managing Member disclaims beneficial ownership except to the extent of his or her pecuniary interest therein.

F4: The Series A Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series A Preferred Stock will be converted into shares of Common Stock.

F5: The Series B Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series B Preferred Stock will be converted into shares of Common Stock.

F6: The Series C Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series C Preferred Stock will be converted into shares of Common Stock.

F7: The Series D Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series D Preferred Stock will be converted into shares of Common Stock.

F8: The Series E Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series E Preferred Stock will be converted into shares of Common Stock.