SemiLEDs Corp: Ownership Update Filed

TL;DR

SemiLEDs Corp ownership filing updated 6/4/24 - check for changes.

AI Summary

On June 4, 2024, Trung T. Doan filed an amendment (No. 4) to Schedule 13D for SemiLEDs Corporation. This filing indicates a change in beneficial ownership of the company's common stock. The specific details of the change in ownership, including the number of shares and percentage, are not fully detailed in the provided text but are updated as of June 4, 2024.

Why It Matters

This filing signals a potential shift in control or influence over SemiLEDs Corporation, which could impact its stock price and strategic direction.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate significant events, but the lack of specific share count changes in this excerpt requires further investigation.

Key Players & Entities

• SemiLEDs Corporation (company) — Subject company
• Trung T. Doan (person) — Filer of Schedule 13D/A

FAQ

Key Financial Figures

• $0.0000056 — me of Issuer) Common Stock, par value $0.0000056 per share (Title of Class of Securiti

Filing Documents

• leds-sc_13da_amend_4.htm (SC 13D/A) — 160KB
• leds-ex99_1.htm (EX-99.1) — 100KB
• 0000950170-24-068295.txt ( ) — 262KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration

of the Schedule 13D is hereby amended by adding the following at the end of Item 3

Item 3 of the Schedule 13D is hereby amended by adding the following at the end of Item 3: No consideration was paid or received in connection with the entry into the Voting Agreement described in Item 4.

Purpose of Transaction

Item 4. Purpose of Transaction (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer:

of the Schedule 13D is hereby amended by adding the following at the end of Item 4(a)

Item 4 of the Schedule 13D is hereby amended by adding the following at the end of Item 4(a): The Reporting Person, in his capacity as a stockholder of the Company, entered into a Voting Agreement, dated June 3, 2024, with certain other stockholders of the Company. A copy of the Voting Agreement is included herein as Exhibit 99.1 within Item 7. (The Reporting Person and the other stockholders who are parties to the Voting Agreement shall be collectively referenced hereinafter as the “Stockholder Group”. The aggregate amount of shares of Common Stock owned by them constitutes a majority of the issued and outstanding shares of the Company as of the date of this filing.) Pursuant to the Voting Agreement, the Stockholder Group agreed to vote the shares of the Common Stock owned by them in favor of certain matters presented by the Issuer to its stockholders as provided in Item 1(a) of the Voting Agreement. The Voting Agreement is effective as of June 3, 2024, and terminates upon at least ten days’ written notice to the other members of the Stockholder Group or upon material breach of the terms therein. In addition, the Voting Agreement automatically terminates upon the earliest of (1) the Simplot Shareholders or the Doan Shareholders (each as defined in the Voting Agreement) no longer own securities of the Issuer; (2) the sale of all or substantially all of the Issuer’s assets; (3) the dissolution, insolvency or liquidation of the Issuer; (4) the death, bankruptcy, insolvency or dissolution of any of the Shareholders (as defined in the Voting Agreement), or (5) the Stockholder Group’s joint written agreement to terminate the Voting Agreement. The Reporting Person may, from time to time or at any time, take further action, alone or in concert with other stockholders of the Company or other third parties, based on concerns regarding the Company, may formulate a plan with respect to such matters, and may hold discussions with or make

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of this Schedule 13D is amended and restated in its entirety as follows

Item 5 of this Schedule 13D is amended and restated in its entirety as follows: (a) As of the date of this filing, the Reporting Person beneficially owns an aggregate of 3,752,334 shares of Common Stock, or 52.30%. As of the date of this filing, the members of the Stockholder Group, who, together with the Reporting Person, comprise a group within the meaning of Section 13(d)(3) of the Act, beneficially own the shares of Common Stock as set forth next to their names: No. of Shares Beneficially Owned Percentage Ownership Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Simplot Taiwan, Inc. 2,445,299 34.08% 0 3,752,334 2,445,299 0 JRS Properties III LLLP 31,036 0.43% 0 3,752,334 31,036 0 Trung Tri Doan (1) 1,275,999 17.78% 0 3,752,334 1,275,999 0 (1) Includes 127,141 shares of common stock of the Issuer owned directly by The Trung Doan 2010 GRAT, of which the Reporting Person is the sole trustee. The Reporting Person expressly disclaims beneficial ownership of the shares of Common Stock beneficially owned by the other members of the Stockholder Group. The other members of the Stockholder Group have filed separate Schedule 13Ds with respect to their interests. The Reporting Person is not responsible for the completeness and accuracy of the information concerning the other members of the Stockholder Group. The beneficial ownership percentage used in this Schedule 13D is calculated based upon a total of 7,175,238 shares of Common Stock issued and outstanding as of April 3, 2024 as reported in the Company’s Quarterly Report on Form 10-Q filed on April 12, 2024. (d) To the best of the knowledge of the Reporting Person, no one other than the Reporting Person is known to have the right to receive, or the power to direct the receipt of, dividends from, or proceeds from the sale of, the shares of Common Stock reported herein as beneficially owned by th

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

of this Schedule 13D is amended and restated in its entirety as follows

Item 6 of this Schedule 13D is amended and restated in its entirety as follows: References to the Voting Agreement in the above Item 4 section of this Schedule 13D are incorporated by reference herein as if fully restated here and the Voting Agreement, attached hereto as Exhibit 99.1, is incorporated by reference herein. The description of the Voting Agreement in this Schedule 13D is not intended to be complete and is qualified in its entirety by reference to such agreement.

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits Exhibit Number Description 99.1 Voting Agreement, dated June 3, 2024, among the Reporting Person, Simplot Taiwan, Inc. and JRS Properties III LLLP.

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date : June 3, 2024 /s/ Trung T. Doan TRUNG T. DOAN

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