SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Roth CH Acquisition IV Co. [ TYGO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/23/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 05/23/2023 | A | 1,774,826 | A | (1) | 1,774,826(1) | I | By Revocable Trust | ||
Common Stock | 05/23/2023 | A | 12,689,302 | A | (1) | 12,689,302(1) | I | By Alon Ventures, LLC |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $0.26 | 05/23/2023 | A | 582,694(2) | (3) | 04/13/2024 | Common Stock | 582,694 | (2) | 582,694 | D | ||||
Stock Option (Right to Buy) | $0.6 | 05/23/2023 | A | 101,971(2) | (3) | 05/12/2025 | Common Stock | 101,971 | (2) | 101,971 | D | ||||
Stock Option (Right to Buy) | $0.56 | 05/23/2023 | A | 136,933(2) | (3) | 06/19/2026 | Common Stock | 136,933 | (2) | 136,933 | D | ||||
Stock Option (Right to Buy) | $0.56 | 05/23/2023 | A | 82,159(2) | (3) | 08/16/2027 | Common Stock | 82,159 | (2) | 82,159 | D | ||||
Stock Option (Right to Buy) | $0.64 | 05/23/2023 | A | 90,375(2) | (3) | 09/19/2028 | Common Stock | 90,375 | (2) | 90,375 | D | ||||
Stock Option (Right to Buy) | $0.64 | 05/23/2023 | A | 99,413(2) | (4) | 09/11/2029 | Common Stock | 99,413 | (2) | 99,413 | D | ||||
Stock Option (Right to Buy) | $0.75 | 05/23/2023 | A | 140,001(2) | (5) | 02/24/2026 | Common Stock | 140,001 | (2) | 140,001 | D | ||||
Stock Option (Right to Buy) | $2.57 | 05/23/2023 | A | 123,354(2) | (6) | 06/22/2032 | Common Stock | 123,354 | (2) | 123,354 | D |
Explanation of Responses: |
1. Received in connection with the business combination between the Issuer (formerly known as Roth CH Acquisition IV Co.) and Tigo Energy, Inc. ("Legacy Tigo") on May 23, 2023 (the "Merger"). Each Legacy Tigo share of common stock was exchanged in the Merger for 0.233335 shares of Issuer common stock. |
2. Received in connection with the Merger. Each Legacy Tigo stock option was exchanged in the Merger for a stock option to acquire 0.233335 shares of common stock of the Issuer. |
3. The stock options are immediately exercisable. |
4. The stock options are immediately exercisable, subject to a right of repurchase in favor of the Issuer, which lapses as the stock option vests. 25% of the options vested on 7/01/2020, and the remainder vest monthly through July 2023. |
5. The stock options are immediately exercisable, subject to a right of repurchase in favor of the Issuer, which lapses as the stock option vests. 25% of the options vested on 2/25/2022, and the remainder vest monthly through January 2025. |
6. The stock options are immediately exercisable, subject to a right of repurchase in favor of the Issuer, which lapses as the stock option vests. 25% of the options vest on 6/23/2023, and the remainder vest monthly thereafter through May 2026. |
/s/ Bill Roeschlein, as attorney-in-fact | 05/25/2023 | |
** 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 4 (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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |