Sunrun Inc. — Director's Dealing 2016

Jul 5, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Sunrun Inc. (RUN)
CIK: 0001469367
Period of Report: 2016-06-30

Reporting Person: Foundation Capital Management Co. VI, LLC (10% Owner)
Reporting Person: Foundation Capital VI Principals Fund, LLC (10% Owner)
Reporting Person: FOUNDATION CAPITAL VI LP (10% Owner)
Reporting Person: Foundation Capital, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-30	Common Stock	J	1100000	$0.00	Disposed	11941468	Indirect
2016-06-30	Common Stock	J	283250	$0.00	Acquired	283250	Indirect
2016-06-30	Common Stock	J	283250	$0.00	Disposed	0	Indirect
2016-06-30	Common Stock	J	755	$0.00	Acquired	755	Indirect
2016-06-30	Common Stock	J	89619	$0.00	Disposed	89619	Indirect
2016-07-01	Common Stock	S	755	$5.47	Disposed	0	Indirect

Footnotes

F1: Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. effected following the close of the trading market on June 30, 2016 without consideration to its limited partners and its general partner, Foundation Capital Management Co. VI, L.L.C. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.

F2: Foundation Capital Management Co. VI, L.L.C. is the sole manager of Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC and has sole voting and investment power with respect to the shares held by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. William B. Elmore, Paul G. Koontz, Michael N. Schuh, Paul R. Holland, Steve P. Vassallo, Charles P. Moldow and Warren M. Weiss are managing members of Foundation Capital Management Co. VI, L.L.C., and may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managing members of Foundation Capital Management Co. VI, L.L.C. disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his or her pecuniary interest therein.

F3: Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital Management Co. VI, L.L.C. effected following the close of the trading market on June 30, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.

F4: Paul R. Holland, Warren M. Weiss, Charles Moldow and Steve Vassallo are managers of Foundation Capital, LLC. Foundation Capital, LLC is under common control with Foundation Capital Management Co. VI, L.L.C. As such, each of the managers may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managers disclaim beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.

F5: Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC effected following the close of the trading market on June 30, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 31, 2016.

F6: On July 1, 2016, Foundation Capital, LLC sold 755 shares of stock pursuant to a 10b5-1 Plan dated May 31, 2016.

F7: All shares were sold at this price.