stockholders solyndra

8/3/2019 Stockholders Solyndra

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PRINCIPAL STOCKHOLDERS

The following table sets forth certain information with respect to the beneficial ownership of our preferred stock andcommon stock (including ownership of our common stock issuable upon conversion of the preferred stock) at January 2, 2010

Unless otherwise indicated, the address of each beneficial owner listed in the table below is c/o Solyndra, Inc., 47700 KRoad, Fremont, California 94538. We have determined beneficial ownership in accordance with the rules of the SEC. Except andicated by the footnotes below, we believe, based on the information furnished to us, that the persons and entities named inable below have sole voting and investment power with respect to all shares of common stock that they beneficially own, subjo applicable community property laws.

We have based our calculation of the percentage of beneficial ownership prior to the offering on 241,397,555 shares ofcommon stock outstanding on January 2, 2010 (as adjusted to reflect at that date the conversion of all shares of our preferredtock outstanding into 226,527,933 shares of common stock). We have based our calculation of the percentage of beneficial

ownership after the offering on shares of our common stock outstanding immediately after the completion of this offerin computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that

person, we deemed to be outstanding all shares of common stock subject to options, warrants and other convertible securitiesheld by that person or entity that are currently exercisable or exercisable within 60 days of January 2, 2010. We did not deemhese shares outstanding, however, for the purpose of computing the percentage ownership of any other person.

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each entity or person who we know beneficially owns more than 5% of our outstanding common stock (on an as-converted basis);

each of our named executive officers and each director; and

all of our executive officers and directors as a group.



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Shares Beneficially OwnedPrior to the Offering SharesBeneficiallyOwn

After the Offering

Name and Address of Beneficial Owner Number Percentage Number Percen

5% Stockholders: Entities affiliated with George Kaiser Family Foundation(1)(17) 91,691,277 35.73% Entities affiliated with CMEA Ventures(2) 16,491,371 6.81% Madrone Partners, L.P.(3) 26,831,294 11.00% Entities affiliated with Redpoint Ventures(4)

14,367,218

5.94%

Entities affiliated with RockPort Capital Partners(5) 18,214,574 7.50% Entities affiliated with U.S. Venture Partners(6) 24,757,127 10.19% Executive Officers and Directors: Dr.Christian M. Gronet(7) 11,924,266 4.91% Benjamin B. Bierman(8) 699,955 * Kirk R. Roller(9) 9,375 * Wilbur G. Stover, Jr.(10) 468,665 * Dr.JamesK. Truman(11) 918,066 * Dr.James F. Gibbons(12) 429,674 * Dr.Dan Maydan(13) 256,000 * Dr.Winston S. Fu(6) 24,757,127 10.19% Thomas R. Baruch(2) 16,491,371 6.81% ohn Walecka(4) 14,367,218 5.94%

David J. Prend(5) 18,214,574 7.50% Alex O’Cinneide(14) 5,708,375 2.36% Anup M. Jacob(15) 8,509,830 3.52% Steven R. Mitchell(1)(17) 91,691,277 35.73% Raymond J. Sims(16) 51,712 * ameson J. McJunkin(3) 26,831,294 11.00%

All executive officers and directors as a group (16 persons) 221,328,779 82.97% Represents beneficial ownership of less than one percent (1%)of the outstanding shares of our common stock.

1) Includes 53,246,593 shares held by Argonaut Ventures I, L.L.C. (“Argonaut”) and 23,249,172 shares held by GKFFInvestment Company, LLC (“GKFF”). Each of Argonaut and GKFF is wholly owned by the George Kaiser FamilyFoundation, and the ultimate beneficial owner of shares held by Argonaut and GKFF is George Kaiser Family FoundatioIncludes 14,042,314 shares issuable upon the exercise of warrants held by Argonaut and 1,153,198 shares issuable up

the exercise of a warrant held by GKFF exercisable within 60 days of January 2, 2010. Mr. Mitchell is the managing direof Argonaut Private Equity, L.L.C., the manager of Argonaut, and GKFF and may be deemed to have voting and dispospower over shares held by Argonaut and GKFF. Mr. Mitchell disclaims beneficial ownership of shares held by ArgonautGKFF, except to the extent of his pecuniary interest therein. The address for Argonaut, GKFF and Mr. Mitchell is 6733South Yale, Tulsa, OK 74136.

2) Includes 12,797,396 shares held by CMEA Ventures VI, L.P. (“CMEA VI”), 299,415 shares held by CMEA Ventures VI,L.P., GmbH& Co. KG (“CMEA GmbH”), 2,459,451 shares held by CMEA Ventures VII, L.P. (“CMEA VII”) and 63,063shares held by CMEA Ventures VII (Parallel), L.P. (“CMEA Parallel” and together with CMEA GmbH, CMEA VII and CMVentures VI, L.P., “CMEA”). Includes 378,706 shares issuable upon the exercise of warrants held by CMEA VI, 8,892shares issuable upon the exercise of warrants held by CMEA GmbH, 307,431 shares issuable upon the exercise of awarrant held by CMEA VII and 7,883 shares issuable upon the exercise of a warrant held by CMEA VII (Parallel)exercisable within 60 days of January 2, 2010. Includes



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169,134 shares issuable upon the exercise of options held by Thomas R. Baruch exercisable within 60 days of January2010, of which 169,134 shares will be fully vested. Mr.Baruch is the general partner of (i)CMEA VI, (ii)CMEA VenturesManagement, L.P., the managing limited partner of CMEA GmbH, (iii)CMEA VII and (iv)CMEA Parallel, and may bedeemed to have voting and dispositive power over shares held by CMEA. Mr.Baruch disclaims beneficial ownership ofshares held by CMEA, except to the extent of his pecuniary interest therein. The address for CMEA and Mr.Baruch is OEmbarcadero Center, Suite 3250, San Francisco, CA 94111.

3) Includes 2,581,607 shares issuable upon the exercise of warrants within 60 days of January 2, 2010. Mr. McJunkin is a

managing member of Madrone Capital Partners, L.L.C., the general partner of Madrone Partners, L.P. (“Madrone”), andmay be deemed to have voting and dispositive power over shares held by Madrone. Mr. McJunkin disclaims beneficialownership of shares held by Madrone, except to the extent of his pecuniary interest therein. The address for Madrone aMr.McJunkin is 3000 Sand Hill Road, Building 1, Suite 150, Menlo Park, CA 94025.

4) Includes 13,417,197 shares held by Redpoint Ventures II, L.P. (“Redpoint”) and 310,228 shares held by RedpointAssociates II, L.L.C. (“Redpoint Associates”) and 169,134 shares held by John Walecka. Includes 460,023 shares issuaupon the exercise of warrants held by Redpoint and 10,636 shares issuable upon the exercise of warrants held by RedpAssociates exercisable within 60 days of January 2, 2010. Mr.Walecka is a founding partner of Redpoint Ventures andholds voting and dispositive power over the shares held by entities affiliated with Redpoint Ventures, including RedpointRedpoint Associates. Mr.Walecka disclaims beneficial ownership of shares held by Redpoint and Redpoint Associatesexcept to the extent of his individual pecuniary interest therein. The address for Redpoint, Redpoint Associates andMr.Walecka is 300 Sand Hill Road, Building 2, Suite 290, Menlo Park, CA 94025.

5) Includes 7,098,249 shares held by RockPort Capital Partners II, L.P. (“RockPort II”) and 9,596,539 shares held by RockCapital Partners III, L.P. (“RockPort III”). Includes 254,097 shares issuable upon the exercise of warrants held by RockPII and 962,109 shares issuable upon the exercise of warrants held by RockPort III exercisable within 60 days of January2010. Includes 303,580 shares issuable upon the exercise of options held by RockPort II, of which 303,580 shares will bfully vested. Mr. Prend is the managing member of RockPort Capital II, L.L.C. and RockPort Capital III, L.L.C., the genepartners of RockPort II and RockPort III, respectively, and may be deemed to have voting and dispositive power overshares held by RockPort II and RockPort III. Mr. Prend disclaims beneficial ownership of shares held by RockPort II andRockPort III, except to the extent of his pecuniary interest therein. The address for RockPort II, RockPort III and Mr. Preis 160 Federal Street, 18th Floor, Boston, MA 02110.

6) Includes 17,511,218 shares held by USVP Venture Partners IX, L.P. (“USVP IX”), 3,666,474 shares held by USVP VenPartners X, L.P. (“USVP X”), 117,297 shares held by USVP X Affil iates, L.P. (“Aff X”), 1,695,129 shares held by U.S.Venture Partners VII, L.P. (“USVP VII”), 17,658 shares held by USVP Entrepreneur Partners VII-A, L.P. (“EP VII-A”), 17shares held by USVP Entrepreneur Partners VII-B, L.P. (“EP VII-B”), 35,315 shares held by 2180 Associates Fund VII, (“2180 VII”), and 169,134 shares held by USVP Management Company L.L.C. (“USVP Mgmt” and together with USVP USVP X, Aff X, USVP VII, EP VII-A, EP VII-B and 2180 VII, “USVP”). Includes 833,554 shares issuable upon the exerci

of warrants held by USVP IX, 458,309 shares issuable upon the exercise of a warrant held by USVP X, 14,662 sharesissuable upon the exercise of a warrant held by Aff X, 211,891 shares issuable upon the exercise of a warrant held byUSVP VII, 2,207 shares issuable upon the exercise of a warrant held by EP VII-A, 2,207 shares issuable upon the exerof a warrant held by EPVII-B, and 4,414 shares issuable upon the exercise of a warrant held by 2180 VII exercisable wi60 days of January 2, 2010. Winston S. Fu is a managing member of each of (i) Presidio Management Group IX, L.L.C.general partner of USVP IX, (ii) Presidio Management Group X, L.L.C., the general partner of USVP X and Aff X, (iii)Presidio Management Group VII, L.L.C., the general partner of USVP VII, EP VII-A, EP VII-B and 2180 VII, and (iv) USVMgmt, and may be deemed to have voting and dispositive power over shares held by USVP. Dr. Fu disclaims beneficiaownership of shares held by USVP, except to the extent of his pecuniary interest therein. The address for USVP and Dris 2735 Sand Hill Road, Menlo Park, CA 94025.



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7) Includes 1,666,666 shares issuable upon the exercise of options exercisable within 60 days of January 2, 2010.8) Includes 66,667 shares subject to our right of repurchase and 299,955 shares issuable upon the exercise of options

exercisable within 60 days of January 2, 2010.9) Includes 9,375 shares issuable upon the exercise of options exercisable within 60 days of January 2, 2010.10) Includes 468,665 shares issuable upon the exercise of options exercisable within 60 days of January2, 2010.11) Includes 32,934 shares subject to our right of repurchase and 127,666 shares issuable upon the exercise of options

exercisable within 60 days of January 2, 2010.

12) Includes 366,610 shares held by Dr. James F. Gibbons and 50,451 shares held by SERA Solar Corporation (“Sera SolaIncludes 6,307 shares issuable upon the exercise of a warrant held by Dr. Gibbons and 6,306 shares issuable upon theexercise of a warrant held by Sera Solar exercisable within 60 days of January 2, 2010. Includes 10,199 shares that aresubject to our right of repurchase. Dr. Gibbons is the chairman of Sera Solar and may be deemed to have voting anddispositive power over shares held by Sera Solar. Dr. Gibbons disclaims beneficial ownership of shares held by Sera Soexcept to the extent of his pecuniary interest therein. The address for Sera Solar and Dr. Gibbons is 15 Redberry RidgePortola Valley, CA 94028.

13) Includes 32,002 shares subject to our right of repurchase.14) Includes 5,444,844 shares held by Masdar Clean Tech Fund, L.P. (“Masdar Clean Tech Fund”). Includes 263,531 share

issuable upon the exercise of warrants held by Masdar Clean Tech Fund exercisable within 60 days of January 2, 2010O’Cinneide is the investment director of Masdar Clean Tech Fund and may be deemed to have voting and dispositivepower over shares held by Masdar Clean Tech Fund. Mr. O’Cinneide disclaims beneficial ownership of shares held byMasdar Clean Tech Fund, except to the extent of his pecuniary interest therein. The address for Masdar Clean Tech Fuand Mr. O’Cinneide is c/o Credit Suisse, Eleven Madison Avenue, 16th Floor, New York, NY 10010.

15) Includes 8,509,830 shares held by Virgin Green Fund I, L.P. (“Virgin Green Fund”). Includes 336,130 shares issuable uthe exercise of warrants held by Virgin Green Fund exercisable within 60 days of January 2, 2010. Mr. Jacob is a directVGF I Limited, the general partner of VGF Partners I, L.P., the general partner of Virgin Green Fund, and may be deemto have voting and dispositive power over shares held by Virgin Green Fund. Mr. Jacob disclaims beneficial ownership oshares held by Virgin Green Fund, except to the extent of his pecuniary interest therein. The address for Virgin Green Fand Mr. Jacob is c/o VGF Advisers (US) LLC, 27 South Park Street, Suite 200, San Francisco, CA 94107.

16) Includes 3,153 shares issuable upon the exercise of a warrant exercisable within 60 days of January2, 2010. Includes8,333 shares issuable upon the exercise of options exercisable within 60 days of January 2, 2010.

17) Argonaut has the right to purchase from us up to 15% of the aggregate number of shares offered in this offering at the iprice to the public, but is under no obligation to purchase any shares. If any shares are purchased by Argonaut, the numof shares beneficially owned and the percentage of common stock beneficially owned after the offering will differ from thset forth in the table above. If Argonaut were to purchase all of the shares it has the right to purchase in this offethe number of shares beneficially owned after the offering by entities affiliated with Argonaut and by Mr.Mitchell will

increase to shares, and the percentage of common stock beneficially owned after this offering will increase to %. Inaddition, the number of shares beneficially owned after the offering by all executive officers and directors as a group wilincrease to shares, and the percentage of common stock beneficially owned after the offering will increase to



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