November 20, 2024

Bill Roeschlein
Chief Financial Officer
Tigo Energy, Inc.
655 Campbell Technology Parkway, Suite 150
Campbell, CA 95008

        Re: Tigo Energy, Inc.
            Schedule TO-I filed November 12, 2024
            File No. 005-92838
Dear Bill Roeschlein:

       We have reviewed your filing and have the following comments. In some of
our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.

        Please respond to these comments by providing the requested information
or advise us
as soon as possible when you will respond. If you do not believe our comments
apply to your
facts and circumstances, please tell us why in your response.

       After reviewing your response to these comments, we may have additional
comments.

Schedule TO-I filed November 12, 2024; Offer to Exchange
General

1.     As structured, optionholders who tender in your offer will not know the
number of
       Replacement Options they will receive in the exchange until the
expiration date. With
       respect to the number of Replacement Options they will receive, we
further note that
       your Offer to Purchase illustrates only one potential exchange ratio,
which does not
       appear to be based on a historical market price of the underlying
shares. Accordingly,
       please revise the Offer to Purchase to illustrate a range of potential
exchange ratios,
       based on historical market prices, so that optionholders can assess the
impact that
       market price fluctuations would have on your offer.
2.     With reference to Rules 13e-4(f)(1)(ii) and 14e-1(b), please advise how
emailing the
       relevant exchange ratios to securityholders    no later than 8:00 P.M.
 Eastern Time on
       the Offer Expiration Date allows sufficient time for holders to consider
whether to
       tender or withdraw their options.
3.     We note that you have incorporated by reference the financial
information required by
 November 20, 2024
Page 2

       Item 1010(a) of Regulation M-A and provided some of the summary
information
       required by Item 1010(c). Please provide the information required by
Item 1010(c)(2)
       and (5). See Instruction 6 to Item 10 of Schedule TO and telephone
interpretation
       I.H.7 in the July 2001 supplement to our    Manual of Publicly Available
Telephone
       Interpretations    that is available on the Commission   s website at
http://www.sec.gov
       for additional guidance.
Conditions of this Offer, page 17

4.     Refer to the following disclosure on page 18 of the Offer to Exchange:
 The
       conditions to this Offer are for our benefit. We may assert them in our
discretion
       regardless of the circumstances giving rise to them before the Offer
Expiration Date,
       other than acts or omissions by us. We may waive them, in whole or in
part, at any
       time and from time to time prior to the Offer Expiration Date, in our
reasonable
       discretion, whether or not we waive any other condition to this Offer.
Our failure at
       any time to exercise any of these rights will not be deemed a waiver of
any such
       rights.    If an offer condition is    triggered    while an offer is
pending, in our view, the
       offeror must promptly inform securityholders whether it will assert the
condition and
       terminate the offer, or waive it and continue. Reserving the right to
waive a condition
          at any time and from time to time    may be inconsistent with your
obligation in this
       regard. Please confirm in your response letter that you will promptly
notify
       securityholders if a condition is triggered while the Offer is pending.
        We remind you that the filing persons are responsible for the accuracy
and adequacy
of their disclosures, notwithstanding any review, comments, action or absence
of action by
the staff.

       Please direct any questions to Blake Grady at 202-551-8573.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Mergers
& Acquisitions