Sunrun Inc. (Form: SC 13G/A, Received: 12/10/2020 16:40:32)

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A
 

Under the Securities Exchange Act of 1934

(Amendment No. 2 )*

 

Sunrun Inc.

(Name of Issuer)
 

Common Stock, par value $0.0001 per share

(Title of Class of Securities)
 

86771W105

(CUSIP Number)
 

December 8, 2020

(Date of Event Which Requires Filing of This Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 11 Pages)

 

______________________________

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP No. 86771W105 13G/A Page 2 of 11 Pages

 

1

NAME OF REPORTING PERSON

Tiger Global Long Opportunities Master Fund, L.P.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

-0-

6

SHARED VOTING POWER

8,266,254

7

SOLE DISPOSITIVE POWER

-0-

8

SHARED DISPOSITIVE POWER

8,266,254

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

8,266,254

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.2%1

12

TYPE OF REPORTING PERSON

PN

         

 

 

 

 

 

 

 

 

 

 

 

_______________________

1 The percentage set forth herein is calculated based upon 197,530,444 shares of Common Stock outstanding as of November 3, 2020 as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020 filed with the Securities and Exchange Commission on November 5, 2020.

 

 

CUSIP No. 86771W105 13G/A Page 3 of 11 Pages

 

1

NAME OF REPORTING PERSON

Tiger Global Performance, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

-0-

6

SHARED VOTING POWER

11,890,895

7

SOLE DISPOSITIVE POWER

-0-

8

SHARED DISPOSITIVE POWER

11,890,895

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

11,890,895

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.0%

12

TYPE OF REPORTING PERSON

OO

         

 

 

 

 

CUSIP No. 86771W105 13G/A Page 4 of 11 Pages

 

1

NAME OF REPORTING PERSON

Tiger Global Management, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

-0-

6

SHARED VOTING POWER

11,890,895

7

SOLE DISPOSITIVE POWER

-0-

8

SHARED DISPOSITIVE POWER

11,890,895

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

11,890,895

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.0%

12

TYPE OF REPORTING PERSON

OO, IA

         

 

CUSIP No. 86771W105 13G/A Page 5 of 11 Pages

 

1

NAME OF REPORTING PERSON

Charles P. Coleman III

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

-0-

6

SHARED VOTING POWER

11,890,895

7

SOLE DISPOSITIVE POWER

-0-

8

SHARED DISPOSITIVE POWER

11,890,895

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

11,890,895

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.0%

12

TYPE OF REPORTING PERSON

IN, HC

         

 

 

CUSIP No. 86771W105 13G/A Page 6 of 11 Pages

 

1

NAME OF REPORTING PERSON

Scott Shleifer

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5

SOLE VOTING POWER

-0-

6

SHARED VOTING POWER

11,890,895

7

SOLE DISPOSITIVE POWER

-0-

8

SHARED DISPOSITIVE POWER

11,890,895

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

11,890,895

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.0%

12

TYPE OF REPORTING PERSON

IN, HC

         

 

 

CUSIP No. 86771W105 13G/A Page 7 of 11 Pages

 

 

Item 1(a). NAME OF ISSUER
   
  Sunrun Inc. (the "Issuer")

 

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
   
  225 Bush Street, Suite 1400
  San Francisco, California 94104

 

Item 2(a). NAME OF PERSON FILING
   
 

Tiger Global Long Opportunities Master Fund, L.P.

Tiger Global Performance, LLC

Tiger Global Management, LLC

Charles P. Coleman III

Scott Shleifer

 

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
   
 

Tiger Global Long Opportunities Master Fund, L.P.

c/o Citco Fund Services (Cayman Islands) Limited

P.O. Box 31106

89 Nexus Way

Camana Bay

Grand Cayman KY1-1205

Cayman Islands

   
 

Tiger Global Performance, LLC

c/o Tiger Global Management, LLC

9 West 57th Street

35th Floor

New York, New York 10019

   
 

Tiger Global Management, LLC

9 West 57th Street

35th Floor

New York, New York 10019

   
 

Charles P. Coleman III

c/o Tiger Global Management, LLC

9 West 57th Street

35th Floor

New York, New York 10019

   
 

Scott Shleifer

c/o Tiger Global Management, LLC

9 West 57th Street

35th Floor

New York, New York 10019

 

 

CUSIP No. 86771W105 13G/A Page 8 of 11 Pages

 

  The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
   
  The filing of this statement should not be construed as an admission that any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, as amended, the beneficial owner of the shares of Common Stock reported herein.

 

Item 2(c). CITIZENSHIP
   
 

Tiger Global Long Opportunities Master Fund, L.P. – Cayman Islands limited partnership

Tiger Global Performance, LLC – Delaware limited liability company

Tiger Global Management, LLC – Delaware limited liability company

Charles P. Coleman III – United States citizen

Scott Shleifer – United States citizen

 

Item 2(d). TITLE OF CLASS OF SECURITIES
   
  Common stock, par value $0.0001 per share ("Common Stock")

 

Item 2(e). CUSIP NUMBER
   
  86771W105

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

  (a) ¨ Broker or dealer registered under Section 15 of the Act;
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act;
  (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act;
  (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940;
  (e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
  (f) ¨

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

  (g) ¨

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

  (h) ¨

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

 

 

CUSIP No. 86771W105 13G/A Page 9 of 11 Pages

 

 

  (i) ¨

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

 

  (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

  If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
  specify the type of institution:  ______________________

 

Item 4. OWNERSHIP
   
  The percentage set forth herein is calculated based upon 197,530,444 shares of Common Stock outstanding as of November 3, 2020 as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020 filed with the Securities and Exchange Commission on November 5, 2020.
   
  The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover pages of the Reporting Persons and is incorporated herein by reference.

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
   
  All securities reported in this Schedule 13G are owned by advisory clients of Tiger Global Management, LLC and/or its related persons' proprietary accounts. Other than the Reporting Persons disclosed herein, none of such persons individually own more than 5% of the Issuer's outstanding shares.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
   
  Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
   
  Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP
   
  Not applicable.

 

 

CUSIP No. 86771W105 13G/A Page 10 of 11 Pages

 

 

Item 10. CERTIFICATION

 

  Each Reporting Person hereby makes the following certification:
   
  By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

 

CUSIP No. 86771W105 13G/A Page 11 of 11 Pages

 

SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATE: December 10, 2020

 

Tiger Global Long Opportunities Master /s/ Anil L. Crasto
Fund, L.P. Signature
By Tiger Global Performance, LLC.  
Its General Partner Anil L. Crasto
  Chief Operating Officer
   
Tiger Global Performance, LLC /s/ Anil L. Crasto
  Signature
   
  Anil L. Crasto
  Chief Operating Officer
   
Tiger Global Management, LLC /s/ Anil L. Crasto
  Signature
   
  Anil L. Crasto
  Chief Operating Officer
   
Charles P. Coleman III /s/ Charles P. Coleman III
  Signature
   
Scott Shleifer /s/ Scott Shleifer
  Signature

 

 


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