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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
LaPenta Robert V Jr

(Last) (First) (Middle)
C/O ASTON CAPITAL, LLC, 177 BROAD STREET

(Street)
STAMFORD CT 06901

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/25/2012
3. Issuer Name and Ticker or Trading Symbol
Nexxus Lighting, Inc. [ NEXS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
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)
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
Series B Convertible Preferred Stock, par value $0.001 per s (1) (1) Common Stock, par value $0.001 per share 46,153,846(1)(2) $0.13 I By limited liability company(2)
Explanation of Responses:
1. 600,000 shares of Series B Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") are convertible into 46,153,846 shares of common stock, par value $0.001 (the "Common Stock") at the option of the holder, RVL 1 LLC ("RVL"), at a conversion price of $0.13 per share, subject to certain anti-dilution adjustments, and have no expiration date. As of September 25, 2012 there is an insufficient number of authorized shares of Common Stock to effect the full conversion of the Preferred Stock. Accordingly, as of September 25, 2012, Nexxus Lighting, Inc. (the "Company") has reserved 19,377,086 shares of Common Stock for issuance upon conversion of 251,902 shares of Preferred Stock. The Company anticipates increasing the authorized number of Common Stock, at which point it will reserve the entire 46,153,846 shares of Common Stock necessary for the conversion of all of the Preferred Stock.
2. As of September 25, 2012, RVL held directly 600,000 shares of Preferred Stock. Aston Capital LLC ("Aston") is the managing member of RVL. Robert V. LaPenta, Jr. is an officer of RVL and a member and officer of Aston. As a result of the foregoing, Mr. LaPenta, Jr. possesses the power to vote and to direct the disposition of the securities of the Company beneficially owned by RVL and may be deemed to beneficially own such securities. Mr. LaPenta, Jr.'s interest in the securities reported herein is limited to the extent of his pecuniary interest, if any.
/s/ Robert V. LaPenta, Jr. 10/05/2012
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.