Carlyle Group Inc. - 18 Jul 2024 Form 4 Insider Report for Complete Solaria, Inc. (SPWR)

Role
10%+ Owner
Signature
The Carlyle Group Inc., By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Chief Financial Officer
Issuer symbol
SPWR
Transactions as of
18 Jul 2024
Net transactions value
+$165
Form type
4
Filing time
07 Aug 2024, 16:48:37 UTC
Previous filing
18 Jul 2024
Next filing
24 Jul 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CSLR Common Stock Exercise of in-the-money or at-the-money derivative security $49,365 +4,936,483 $0.0100 4,936,483 18 Jul 2024 See footnote F1, F2
transaction CSLR Common Stock Sale $49,200 -35,143 -0.71% $1.40 4,901,340 18 Jul 2024 See footnote F1, F2, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CSLR Warrant (right to buy) Exercise of in-the-money or at-the-money derivative security $0 -4,936,483 -100% $0.000000* 0 18 Jul 2024 Common Stock 4,936,483 $0.0100 See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Carlyle Group Inc., which is a publicly traded entity listed on Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities managed by CRSEF Lux GP S.a r.l., is the managing member of CG Subsidiary Holdings L.L.C., which is the managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the sole shareholder of CRSEF Lux GP S.a r.l., which is a general partner of Carlyle CRSEF Solis Aggregator, S.C.Sp.
F2 The Carlyle Group Inc. is also the sole member of Carlyle Holdings II GP L.L.C., which is the managing member of Carlyle Holdings II L.L.C., which, with respect to the securities managed by CRSEF Managing GP, L.P., is the managing member of CG Subsidiary Holdings L.L.C., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole member of CRSEF GP, L.L.C., which is the general partner of CRSEF Managing GP, L.P., which is also a general partner of Carlyle CRSEF Solis Aggregator, S.C.Sp. Carlyle CRSEF Solis Aggregator, S.C.Sp. is the managing member of CRSEF Solis Holdings, L.L.C. Accordingly, each of the entities named herein may be deemed to share beneficial ownership of the securities held of record by CRSEF Solis Holdings, L.L.C.
F3 On July 18, 2024, the reporting persons exercised a warrant to purchase 4,936,483 shares of Common Stock for $0.01 per share. The reporting persons paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 35,143 of the warrant shares to pay the exercise price and issuing to the reporting persons the remaining 4,901,340 shares.
F4 The price reported in Column 4 represents the average of the closing price of the issuer's common stock over a fifteen day period from June 21, 2024 to July 15, 2024.

Remarks:

Due to the limitations of the electronic filing system, each of CRSEF Lux GP S.a r.l., Carlyle Holdings II GP L.L.C., Carlyle Holdings II L.L.C., TC Group Cayman Investment Holdings, L.P., TC Group Cayman Investment Holdings Sub L.P., CRSEF GP, L.L.C., CRSEF Managing GP, L.P., Carlyle CRSEF Solis Aggregator, S.C.Sp., and CRSEF Solis Holdings, L.L.C. are filing a separate Form 4.