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Filing Details

Accession Number:: 0000905718-14-000788
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-12-03 20:58:16
Reporting Period:: 2014-12-01

Filing Date:: 2014-12-03
Accepted Time:: 2014-12-03 20:58:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
917523	Revolution Lighting Technologies Inc.	RVLT	Electric Lighting & Wiring Equipment (3640)	593046866

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1347872	James Depalma	C/O Aston Capital Llc 177 Broad Street Stamford CT 06901		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.001 Per Share	Acquisiton	2014-12-01	28,092,176	$0.00	75,045,868	No	4	C	Indirect	By limited liability company
Common Stock, Par Value $0.001 Per Share	Acquisiton	2014-12-01	8,207,995	$0.00	83,253,863	No	4	P	Indirect	By limited liability company

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By limited liability company
No	4	P	Indirect	By limited liability company

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, Par Value $0.001 Per Share	Series B Convertible Preferred Stock, par value $0.001	Disposition	2014-12-01	2	$0.00	153	$0.13
Common Stock, Par Value $0.001 Per Share	Series C Convertible Preferred Stock, par value $0.001	Disposition	2014-12-01	10,224	$0.00	15,444,912	$0.69
Common Stock, Par Value $0.001 Per Share	Series E Convertible Redeemable Preferred Stock, par $0.001	Disposition	2014-12-01	5,000	$0.00	4,441,025	$1.17
Common Stock, Par Value $0.001 Per Share	Series G Convertible Redeemable Preferred Stock, par $0.001	Disposition	2014-12-01	18,000	$0.00	8,206,086	$2.30

Exercise Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
	No	4	C	Indirect
2013-05-15	No	4	C	Indirect
2013-05-15	No	4	C	Indirect
	No	4	C	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.001 Per Share	275,000	Direct

Footnotes

Pursuant to the Exchange Agreement dated November 25, 2014 (the "Exchange Agreement") between Revolution Lighting Technologies, Inc. (the "Issuer") and RVL 1 LLC ("RVL") and the certificate of designations relating to each outstanding series of preferred stock of the Issuer, on December 1, 2014, RVL converted each such series of preferred stock, including accrued but unpaid dividends thereon, as applicable, into an aggregate of 28,092,176 shares of common stock, par value $0.001 per share, of the Issuer (the "Common Stock"). As consideration for RVL's conversion of preferred stock and the extinguishment of all rights relating thereto under the applicable certificate of designations, the Issuer issued to RVL 8,207,995 additional shares of Common Stock. As of December 1, 2014, Aston Capital, LLC ("Aston") held directly 800,000 shares of the Company's restricted Common Stock.
Pursuant to the Exchange Agreement and the Certificate of Designations, Preferences and Rights relating to the Series B Convertible Preferred Stock, par value $0.001 per share, of the Issuer (the "Series B Stock"), on December 1, 2014, RVL converted two outstanding shares of Series B Stock into 153 shares of Common Stock. Such shares of Series B Stock had become convertible immediately upon issuance and had no expiration date.
Pursuant to the Exchange Agreement and the Certificate of Designations, Preferences and Rights relating to the Series C Senior Convertible Preferred Stock, par value $0.001 per share, of the Issuer (the "Series C Stock"), on December 1, 2014, RVL converted 10,224 outstanding shares of Series C Stock, plus 416 shares of Series C Stock representing accrued but unpaid dividends thereon, into 15,444,912 shares of Common Stock. Such shares of Series C Stock had no expiration date.
) Pursuant to the Exchange Agreement and the Certificate of Designations, Preferences and Rights relating to the Series E Convertible Redeemable Preferred Stock, par value $0.001 per share, of the Issuer (the "Series E Stock"), on December 1, 2014, RVL converted 5,000 outstanding shares of Series E Stock, plus 196 shares of Series E Stock representing accrued but unpaid dividends thereon, into 4,441,025 shares of Common Stock. Such shares of Series E Stock had no expiration date.
Pursuant to the Exchange Agreement and the Certificate of Designations, Preferences and Rights relating to the Series G Senior Convertible Redeemable Preferred Stock, par value $0.001 per share, of the Issuer (the "Series G Stock"), on December 1, 2014, RVL elected to convert 18,000 outstanding shares of Series G Stock, plus 874 shares of Series G Stock representing accrued but unpaid dividends thereon, into 8,206,086 shares of Common Stock. Such shares of Series G Stock had become convertible immediately upon issuance and had no expiration date.
Aston is the managing member of RVL and may be deemed to possess the power to vote and to direct the disposition of the securities of the Issuer beneficially owned by RVL and may be deemed to beneficially own such securities. James A. DePalma is an officer of RVL and a member and officer of Aston and may be deemed to beneficially own the securities of the Issuer held by RVL and Aston. Mr. DePalma's interest in the securities reported herein is limited to the extent of his pecuniary interest, if any.