Paul R Anderson Form 3 Real Goods Solar / PAUL R ANDERSON ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

ANDERSON PAUL R

(Last) (First) (Middle)

C/O REAL GOODS SOLAR, INC.,

833 W. SOUTH BOULDER ROAD

(Street)

LOUISVILLE CO 80027-2452

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/03/2016

3. Issuer Name and Ticker or Trading Symbol
Real Goods Solar, Inc. [ RGSE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CAO/General Counsel

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee stock option (right to buy)	(1)	08/26/2020	Class A Common Stock	500	37.2	D
Employee stock option (right to buy)	(2)	06/30/2020	Class A Common Stock	5,000	2.38	D

Explanation of Responses:

1. The option vests in 2% monthly installments on the first day of each calendar month, beginning on 6/1/2014 and ending on 7/1/2018, when the option becomes fully vested.

2. The option vests in 5% quarterly installments on the last day of each calendar quarter, beginning on June 30, 2015 and ending on June 30, 2020, when the option becomes fully vested.

Remarks:

Exhibit List: Exhibit 24 Power of Attorney

	/s/ Paul R. Anderson	02/12/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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