Sec Form 4 Filing - IYER RAMNATH NARAYAN @ Emeren Group Ltd - 2025-12-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
IYER RAMNATH NARAYAN
2. Issuer Name and Ticker or Trading Symbol
Emeren Group Ltd [ SOL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
149 WATER STREET, SUITE 302
3. Date of Earliest Transaction (MM/DD/YY)
12/12/2025
(Street)
NORWALK, CT06854
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
American Depositary Shares ( 1 ) 12/12/2025 D( 2 ) 2,000 D $ 2 ( 2 ) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 ( 3 ) $ 4.55 12/12/2025 D( 4 ) 6,666 12/01/2024 12/01/2028 American Depositary Shares 6,666 $ 0 0 D
Stock Option ( 3 ) $ 4.55 12/12/2025 D( 4 ) 3,334 12/01/2025 12/01/2028 American Depositary Shares 3,334 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
IYER RAMNATH NARAYAN
149 WATER STREET, SUITE 302
NORWALK, CT06854
X
Signatures
/s/ Ramnath Iyer 12/30/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )American Depositary Shares ("ADSs") each representing ten ordinary shares of the Issuer.
( 2 )Disposed of pursuant to a merger agreement between the Issuer, Shurya Vitra Ltd. ("Parent"), and Emeren Holdings Ltd, a wholly owned subsidiary of Parent ("Merger Sub") (the "Merger Agreement") in exchange for gross consideration per ADS of $2.00, which was reduced by a $0.05 per ADS cancellation fee payable to the ADS depository pursuant to the terms of the deposit agreement.
( 3 )Represents vested stock options to purchase American Depositary Shares ("ADSs") of the Issuer, each ADS representing ten ordinary shares of the Issuer.
( 4 )Such options were cancelled at the effective time of the merger ("Merger") pursuant to the Merger Agreement in exchange for employee incentive awards by the surviving company of the Merger pursuant to terms and conditions to be determined by Parent.

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