Statement of Ownership (sc 13g)
January 19 2017 - 10:43AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under
the Securities Exchange Act of 1934
(Amendment No. ____)*
POLAR POWER, INC.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
73102V105
(CUSIP Number)
December 6, 2016
(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 disclosures provided in a prior cover page.
The information required on
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).
CUSIP No.
|
73102V105
|
13G
|
Page 1 of 4
|
1
|
NAMES OF REPORTING PERSONS
Smartgen Solutions, Inc.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
506,150
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
506,150
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
506,150
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.0% (1)
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS
CO
|
(1) Based on 10,143,158 shares of common stock of Polar Power,
Inc. (the “Company”) outstanding upon closing of the Company’s initial public offering on December 12, 2016.
CUSIP No.
|
73102V105
|
13G
|
Page 2 of 4
|
Item 1(a). Name of Issuer:
Polar Power, Inc.
Item 1(b). Address of Issuer’s Principal Executive
Offices:
The address of the principal executive offices of Polar Power,
Inc. is 249 E. Gardena Boulevard, Gardena, California 90248.
Item 2(a). Name of Person Filing:
Smartgen Solutions, Inc.
Item 2(b). Address of Principal Business Office or, if None,
Residence:
The address of the principal business office
is 10324 Chestnut Ridge Rd., Austin, Texas 78726.
Item 2(c). Citizenship:
Incorporated in Texas
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.0001 per share
Item 2(e). CUSIP Number:
73102V105
Item 3. If this statement
is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)-(k):
Not applicable
Item 4. Ownership.
|
(a)
|
Amount beneficially owned:
|
See the response to Item 9 on the attached cover page.
See the response to Item 11 on the attached cover page.
|
(c)
|
Number of shares as to which the person has:
|
|
(i)
|
Sole power to vote or to direct the vote:
|
See the response to Item 5 on the attached cover page.
|
(ii)
|
Shared power to vote or to direct the vote:
|
See the response to Item 6 on the attached cover page.
|
(iii)
|
Sole power to dispose or to direct the disposition of:
|
See the response to Item 7 on the attached cover page.
CUSIP No.
|
73102V105
|
13G
|
Page 3 of 4
|
|
(iv)
|
Shared power to dispose or to direct the disposition
of:
|
See the response to Item 8 on the attached cover page.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities,
check the following:
¨
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not applicable
Item 7. Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
Not applicable
Item 8. Identification and Classification of Member of the
Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certification.
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 Rule 14a-11
under the Securities Exchange Act of 1934, as amended.
CUSIP No.
|
73102V105
|
13G
|
Page 4 of 4
|
SIGNATURE
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.
|
Smartgen Solutions, Inc.
|
|
|
Dated: January 19, 2017
|
/s/ Jayamadhuri Penumarthi
|
|
Jayamadhuri Penumarthi
|
|
President and Secretary
|
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