Sec Form 4 Filing - LIGHTSPEED VENTURE PARTNERS VIII LP @ SolarEdge Technologies Inc - 2015-03-31

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
LIGHTSPEED VENTURE PARTNERS VIII LP
2. Issuer Name and Ticker or Trading Symbol
SolarEdge Technologies Inc [ SEDG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2200 SAND HILL ROAD, STE. 100
3. Date of Earliest Transaction (MM/DD/YY)
03/31/2015
(Street)
MENLO PARK, CA94025
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Common Stock 03/31/2015 ( 1 ) C 3,580,650 A 3,580,650 D ( 2 ) ( 3 )
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
Series C Convertible Preferred Stock ( 1 ) 03/31/2015 C 2,770,673 ( 1 ) ( 1 ) Common Stock 2,770,673 $ 0 0 D ( 2 ) ( 3 )
Series D Convertible Preferred Stock ( 1 ) 03/31/2015 C 378,824 ( 1 ) ( 1 ) Common Stock 378,823 $ 0 0 D ( 2 ) ( 3 )
Series D-1 Convertible Preferred Stock ( 1 ) 03/31/2015 C 102,521 ( 1 ) ( 1 ) Common Stock 102,521 $ 0 0 D ( 2 ) ( 3 )
Series D-2 Convertible Preferred Stock ( 1 ) 03/31/2015 C 123,026 ( 1 ) ( 1 ) Common Stock 123,026 $ 0 0 D ( 2 ) ( 3 )
Series D-3 Convertible Preferred Stock ( 1 ) 03/31/2015 C 205,606 ( 1 ) ( 1 ) Common Stock 205,605 $ 0 0 D ( 2 ) ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LIGHTSPEED VENTURE PARTNERS VIII LP
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
Lightspeed Ultimate General Partner VIII, Ltd.
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
Lightspeed General Partner VIII, L.P.
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
SCHAEPE CHRISTOPHER J
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
Eggers Barry
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
Mhatre Ravi
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
Nieh Peter
2200 SAND HILL ROAD, STE. 100
MENLO PARK, CA94025
X
Signatures
Lightspeed Venture Partners VIII, L.P., by its general partner Lightspeed General Partner VIII, L.P., by its general partner Lightspeed Ultimate General Partner VIII, Ltd., by its Director, Peter Nieh, /s/Peter Nieh 03/31/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The convertible preferred stock converted into shares of common stock on a three-for-one basis and has no expiration date.
( 2 )Shares held directly by Lightspeed Venture Partners VIII, L.P. Lightspeed Ultimate General Partner VIII, Ltd. is the general partner of Lightspeed General Partner VIII, L.P. which is the general partner of Lightspeed Venture Partners VIII, L.P. As such, Lightspeed Ultimate General Partner VIII, Ltd. possesses the power to direct the voting and disposition of the shares owned by Lightspeed Venture Partners VIII, L.P. and may be deemed to have indirect beneficial ownership of the shares held by Lightspeed Venture Partners VIII, L.P. Christopher J. Schaepe, Barry Eggers, Ravi Mhatre and Peter Nieh are the directors of Lightspeed Ultimate General Partner VIII, Ltd. and therefore may be deemed to possess power to direct the voting and disposition of the shares owned by Lightspeed Venture Partners VIII, L.P. and may be deemed to have indirect beneficial ownership of the shares held by Lightspeed Venture Partners VIII, L.P.
( 3 )Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Remarks:
The combined ownership of the Lightspeed funds and affiliates (Lightspeed Venture Partners VIII, L.P., Lightspeed Ultimate General Partner VIII, Ltd., Lightspeed General Partner VIII, L.P., Christopher J. Schaepe, Barry Eggers, Ravi Mhatre and Peter Nieh) has dropped below 10%, following the initial public offering of SolarEdge Technologies Inc.'s common stock, and thus the aforementioned parties are no longer Section 16(a) reporting persons with respect to their holdings in SolarEdge Technologies, Inc.

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.