8-KThe WireRoutine
Shareholder Vote
Filed Apr 15, 2024 · 2y ago · Accession 0000897101-24-000134
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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):
April 12, 2024
Pineapple Energy Inc.
(Exact name of registrant as specified in its charter)
Minnesota
001-31588
41-0957999
(State or other jurisdiction of incorporation)
(Commission
File Number)
(IRS
Employer Identification No.)
10900
Red Circle Drive
Minnetonka ,
MN
55343
(Address
of principal executive offices)
(Zip
Code)
Registrant’s telephone number,
including area code: (952) 996-1674
N/A
(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):
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, par value, $.05 per share
PEGY
The
Nasdaq Stock Market, LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07.
Submission of Matters to a Vote of Security Holders
On April
12, 2024, Pineapple Energy Inc. (the “Company”) held a Special Meeting of Shareholders (the “Special Meeting”).
At the Special Meeting, the Company’s shareholders voted on the three proposals described below. The proposals presented at the
Special Meeting are described in detail in the Company’s definitive proxy statement for the Special Meeting filed with the Securities
and Exchange Commission on March 6, 2024.
Of the
57,091,405 shares of common stock, par value $0.05 per share (the “Common Stock”) outstanding and entitled to vote at the
Special Meeting, 34,118,873 or 59.76%, of the outstanding shares, were present either in person or by proxy.
The results
for each of the proposals submitted to a vote of shareholders at the Special Meeting are as follows:
Proposal 1: Reverse Stock Split Proposal
The Company's shareholders did
not approve an amendment to the Company’s Amended and Restated Articles of Incorporation to effect a reverse stock split of the
issued and outstanding shares of the Company’s Common Stock at a ratio within a range of 1-for-25 to 1-for-200 by voting as follows:
For
Against
Abstain
27,625,617
6,441,977
51,279
Proposal 2: Authorized Share Amendment Proposal
The Company’s shareholders
did not approve an amendment to the Company’s Amended and Restated Articles of Incorporation to increase the number of authorized
shares of the Company’s Common Stock from 112,500,000 to 2,000,000 by voting as follows:
For
Against
Abstain
Broker Non-Votes
21,070,030
5,934,760
35,700
7,078,383
Proposal 3: Adjournment Proposal
The Company’s shareholders
approved the proposal to permit the Company to adjourn or postpone the Special Meeting for the purpose of soliciting additional proxies
if there are insufficient votes to approve any of the proposals at the time of the Special Meeting by voting as follows:
For
Against
Abstain
25,763,773
8,231,308
123,792
SIGNATUREs
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, thereunto duly authorized.
PINEAPPLE ENERGY INC.
By:
/s/ Kyle J. Udseth
Kyle J. Udseth, Chief Executive Officer
Date: April 15, 2024
Filing details
- Company
- SUNation Energy, Inc.
- Ticker
- SUNE
- CIK
- 22701
- Form type
- 8-K
- Filing date
- Apr 15, 2024
- Report date
- Apr 12, 2024
- Document
- pegy240413_8k.htm
- Size
- 206 KB