Amended Statement of Ownership (sc 13g/a)
March 03 2017 - 3:22PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
EnerNOC, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
292764107
(CUSIP Number)
December 31, 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)
☒ Rule 13d-1(c)
☐
Rule 13d-1(d)
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*
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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.
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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).
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CUSIP No. 292764107
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13G
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Page
2
of 5 Pages
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1
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NAME OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Yardi Systems, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
California
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
2,200,274
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
2,200,274
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,200,274
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
7.1%
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12.
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TYPE OF REPORTING PERSON
CO
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2
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CUSIP No. 292764107
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13G
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Page
3
of 5 Pages
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1
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NAME OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Anant Yardi
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
260,000
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6.
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SHARED VOTING POWER
2,200,274
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7.
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SOLE DISPOSITIVE POWER
260,000
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8.
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SHARED DISPOSITIVE POWER
2,200,274
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,460,274
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
8.0%
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12.
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TYPE OF REPORTING PERSON
IN
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3
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Item 1(a).
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Name of Issuer:
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EnerNOC, Inc., a Delaware corporation
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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One Marina Park Drive, Suite 400
Boston, Massachusetts 02210
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Item 2(a).
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Name of Persons Filing:
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Yardi Systems, Inc.
Anant Yardi
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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The address of the
principal business office of each of the reporting persons is as follows:
430 South Fairview Avenue
Santa Barbara, California 93117
Yardi Systems, Inc. is a California corporation.
Anant Yardi is a citizen of the United States of America.
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Item 2(d).
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Title of Class of Securities:
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Common stock, $0.001 par value per share
292764107
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Item 3.
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If This Statement is Filed Pursuant to Rule
13d-1(b),
or
13d-2(b)
or (c), Check Whether the Person Filing is a:
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(a)
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☐
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Broker or dealer registered under Section 15 of the Exchange Act.
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(b)
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Bank as defined in Section 3(a)(6) of the Exchange Act.
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(c)
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Insurance company as defined in Section 3(a)(19) of the Exchange Act.
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(d)
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Investment company registered under Section 8 of the Investment Company Act.
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(e)
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An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
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(f)
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
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(g)
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A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G).
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i)
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
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(j)
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Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
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The information required by Items 4(a) through (c) is set forth in rows
5 through 11 of the cover page for each of the reporting persons, which are incorporated herein by reference. Each reporting person disclaims beneficial ownership with respect to these shares except to the extent of such reporting person’s
pecuniary interest therein. Yardi Systems, Inc. disclaims beneficial ownership of the 260,000 shares owned by Mr. Yardi.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Not applicable.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group.
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Not applicable.
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Item 9.
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Notice of Dissolution of Group.
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Not applicable.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
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.
Dated: March 3, 2017
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Yardi Systems, Inc.
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By:
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/s/ Anant Yardi
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Name:
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Anant Yardi
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Title:
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Chief Executive Officer
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/s/ Anant Yardi
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Anant Yardi
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