SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Garcia Humberto

(Last) (First) (Middle)
C/O ENPHASE ENERGY, INC.
1420 NORTH MCDOWELL BLVD.

(Street)
PETALUMA CA 94954

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/08/2016
3. Issuer Name and Ticker or Trading Symbol
Enphase Energy, Inc. [ ENPH ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP and CFO
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 1,875(1) D
Common Stock 8,752(2) D
Common Stock 7,500(3) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (4) 05/04/2021 Common Stock 1,320 4.086 D
Stock Option (Right to Buy) (4) 08/22/2021 Common Stock 11,013 9.534 D
Stock Option (Right to Buy) (4) 03/11/2022 Common Stock 1,887 11 D
Stock Option (Right to Buy) (4) 05/30/2022 Common Stock 3,609 6.9 D
Stock Option (Right to Buy) (5) 06/30/2020 Common Stock 12,804 7.68 D
Stock Option (Right to Buy) (6) 07/13/2021 Common Stock 20,000 9.69 D
Stock Option (Right to Buy) (7) 02/07/2023 Common Stock 20,000 2.09 D
Explanation of Responses:
1. Represents the 1,875 remaining unvested shares of a restricted stock unit award originally granted with respect to 7,500 shares of common stock on July 1, 2013, which award vests in eight (8) successive equal semi-annual installments, with the first 1/8th of the shares vesting on November 15, 2013, subject to the grantee's Continuous Service, as defined in the Plan.
2. Represents the 8,752 remaining unvested shares of a restricted stock unit award originally granted with respect to 17,500 shares of common stock on March 6, 2014, which award vests in eight (8) successive equal semi-annual installments, with the first 1/8th of the shares vesting on August 15, 2014, subject to the grantee's Continuous Service, as defined in the Plan.
3. Represents the 7,500 remaining unvested shares of a restricted stock unit award originally granted with respect to 10,000 shares of common stock on March 4, 2015, which award vests in eight (8) successive equal semi-annual installments, with the first 1/8th of the shares vesting on August 15, 2015, subject to the grantee's Continuous Service, as defined in the Plan.
4. The options are immediately exercisable.
5. 9,053 shares subject to this option are fully vested and exercisable. The remaining shares vest in equal monthly installments and become fully vested and exercisable on April 10, 2017, subject to the grantee's Continuous Service, as defined in the Plan.
6. 10,833 shares subject to this option are fully vested and exercisable. The remaining shares vest in equal monthly installments and become fully vested and exercisable on June 1, 2018, subject to the grantee's Continuous Service, as defined in the Plan.
7. 2,496 shares subject to this option are fully vested and exercisable. The remaining shares vest in equal monthly installments and become fully vested and exercisable on February 1, 2020, subject to the grantee's Continuous Service, as defined in the Plan.
Remarks:
/s/ Humberto Garcia 08/11/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS


	Know all by these presents, that the undersigned's hereby makes, constitutes
and appoints Vicki Randall and Paul Nahi as the undersigned's true and lawful
attorney-in-fact, with full power and authority as hereinafter described on
behalf of and in the name, place and stead of the undersigned to:

(1)	prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including
any amendments thereto) with respect to the securities of Enphase Energy, Inc.,
a Delaware corporation (the "Company"), with the United States Securities and
Exchange Commission, any national securities exchanges and the Company, as
considered necessary or advisable under Section 16(a) of the Securities Exchange
Act of 1934 and the rules and regulations promulgated thereunder, as amended
from time to time (the "Exchange Act");

(2)	seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any third
party, including brokers, employee benefit plan administrators and trustees, and
the undersigned hereby authorizes any such person to release any such
information to the undersigned and approves and ratifies any such release of
information; and

(3)	perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
in connection with the foregoing.

The undersigned acknowledges that:

(1)	this Power of Attorney authorizes, but does not require, such
attorney-in-fact to act in their discretion on information provided to such
attorney-in-fact without independent verification of such information;

(2)	any documents prepared and/or executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney will be in such form and will
contain such information and disclosure as such attorney-in-fact, in his or her
discretion, deems necessary or desirable;

(3)	neither the Company nor such attorney-in-fact assumes (i) any liability for
the undersigned's responsibility to comply with the requirement of the Exchange
Act, (ii) any liability of the undersigned for any failure to comply with such
requirements, or (iii) any obligation or liability of the undersigned for profit
disgorgement under Section 16(b) of the Exchange Act; and

(4)	this Power of Attorney does not relieve the undersigned from responsibility
for compliance with the undersigned's obligations under the Exchange Act,
including without limitation the reporting requirements under Section 16 of the
Exchange Act.

	The undersigned hereby gives and grants the foregoing attorney-in-fact full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary or appropriate to be done in and about the foregoing
matters as fully to all intents and purposes as the undersigned might or could
do if present, hereby ratifying all that such attorney-in-fact of, for and on
behalf of the undersigned, shall lawfully do or cause to be done by virtue of
this Limited Power of Attorney.

	This Power of Attorney shall remain in full force and effect until revoked by
the undersigned in a signed writing delivered to such attorney-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 11th day of August, 2016.





                                         /s/ Humberto Garcia
                                         Signature



                                         Humberto Garcia
                                         Print Name