SEC Form SC 13G/A filed by FTC Solar Inc. (Amendment)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934 

(Amendment No. 1)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(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)

* 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).

Item 1.

Item 2.

South Lake Management is controlled and managed by the Class A and Class B members of its Board of Managers whereby no member of the Board of Manager has direct or indirect control of South Lake Management, and no member of South Lake Management individually has the power to control South Lake Management or replace its Board of Managers. South Lake Management directly controls South Cone as its general partner with the power to manage South Cone. South Cone directly owns 100% of the issued and outstanding membership interest of South Lake One. South Lake One is managed by the Class A and Class B members its Board of Managers whereby no member of the Board of Manager has direct or indirect control of South Lake One. South Cone, as the sole member of South Lake One, has the power to control South Lake One and replace its Board of Managers.

The principal business address of each Reporting Person is:

5711 Pdte. Riesco, office No. 1603

Las Condes, Santiago

Chile

Item 3.

Not applicable.

The information required by Items 4(a)-4(c) is set forth in Rows 5-11 of the cover page for South Lake and is incorporated herein by reference.

South Lake One directly holds an aggregate of 14,867,592 shares of Common Stock of the Issuer, representing 14.16% of the issued and outstanding shares of Common Stock of the Issuer.

South Cone indirectly holds an aggregate of 14,867,592 shares of Common Stock of the Issuer, representing 14.16% of the issued and outstanding shares of Common Stock of the Issuer.

South Lake Management indirectly holds an aggregate of 14,867,592 shares of Common Stock of the Issuer, representing 14.16% of the issued and outstanding shares of Common Stock of the Issuer.

The shares of Common Stock owned by the Reporting Persons as a percentage of the outstanding shares of Common Stock of the Issuer presented in this Statement is based upon 105,032,588 shares of the Issuer’s Common Stock outstanding as of December 31, 2022, which was provided by the Issuer.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

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.

SIGNATURES

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

Date: February 1, 2023