UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): January 23, 2017

REAL GOODS SOLAR, INC.

(Exact Name of Registrant as Specified in its Charter)

833 West South Boulder Road, Louisville, CO 80027-2452

(Address of Principal Executive Offices, Including Zip Code)

Registrant’s telephone number, including area code: (303) 222-8300

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Item 5.07.  Submission of Matters to a Vote of Security Holders

On January 23, 2017, Real Goods Solar, Inc. (the “Company”) held a special meeting of shareholders. The final voting results for Proposal 1, the only matter submitted to a vote of shareholders at the special meeting, was as follows:

The Company’s shareholders approved a reverse stock split of all of the outstanding shares of the Company’s Class A common stock, par value $0.0001 per share, at a specific ratio within a range from one-for-five to one-for-thirty-five and to grant authorization to our board of directors to determine, in its sole discretion, the specific ratio and the timing of the reverse stock split at any time before January 23, 2018, with the following vote:

The proxy statement for the special meeting also solicited proxies with respect to a proposal for the adjournment of the special meeting, if necessary to solicit additional proxies, in the event that there were not sufficient votes at the time of the special meeting to approve Proposal 1. The Company determined at the time of the meeting that, as a result of the approval of Proposal 1, a vote on Proposal 2 was not necessary. However, based on the proxies received, Proposal 2 would have been approved with the following vote had the Company called a vote on Proposal 2:

Item 8.01.  Other Events.

On January 23, 2017, the Company held a special meeting of shareholders where the Company’s shareholders approved a reverse stock split of all of the outstanding shares of the Company’s Class A common stock, par value $0.0001, at a specific ratio within a range of one-for-five to one-for-thirty-five. The shareholders granted the Company’s board of directors the authority to determine, within a range of one-for-five to one-for-thirty-five, in its sole discretion, the specific ratio for and timing of the reverse stock split at any time before January 23, 2018. Following the special meeting, the Company’s board of directors authorized a reverse stock split at a ratio of one-for-thirty to become effective on January 25, 2017 at 11:59 pm Eastern Time.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 23, 2017