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United States
Washington, D.C. 20549






Date of Report (date of earliest event reported): March 21, 2023



Pineapple Energy Inc.

  (Exact name of Registrant as Specified in its Charter)  



  (State Or Other Jurisdiction Of Incorporation)  

001-31588   41-0957999
(Commission File Number)   (I.R.S. Employer Identification No.)


10900 Red Circle Drive

Minnetonka, MN

(Address of Principal Executive Offices)   (Zip Code)


(952) 996-1674

  Registrant’s Telephone Number, Including Area Code  


Securities registered pursuant to Section 12(b) of the Act


Title of Each Class Trading Symbol Name of each exchange on which registered
Common Stock, par value, $.05 per share PEGY The Nasdaq Stock Market, LLC


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


  Soliciting material pursuant to Rule 14a-12 under the Exchange Act


  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act


  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).


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 8.01. Other Events.


2023 Annual Meeting of Shareholders


Pineapple Energy Inc. (the “Company”) announced that its 2023 Annual Meeting of Shareholders (the “Annual Meeting”) is scheduled for May 24, 2023. The record date for the determination of the Company’s shareholders entitled to notice of and to vote at the Annual Meeting is the close of business on March 31, 2023. Only shareholders of record at the close of business on that date may attend and vote at the Annual Meeting or any adjournment or postponement thereof.


Because the date of the Annual Meeting has changed by more than 30 days from the anniversary of the Company’s 2022 annual meeting of shareholders, the Company has set a new deadline for the receipt of shareholder proposals. In accordance with Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), any shareholder proposal intended to be considered for inclusion in the Company’s proxy materials for the Annual Meeting must be delivered to, or mailed to and received at, the Company’s executive offices located at 10900 Red Circle Drive, Minnetonka, Minnesota 55343, Attn: Corporate Secretary, on or before the close of business on April 3, 2023, which the Company has determined to be a reasonable time before it expects to begin to print and distribute its proxy materials for the Annual Meeting. Any proposal must comply with the Securities and Exchange Commission’s regulations regarding the inclusion of shareholder proposals in company-sponsored proxy materials.


Further, the Company’s Bylaws contain advance notice provisions requiring a shareholder who wishes to present a proposal or nominate directors at the Annual Meeting (which proposal is not intended to be included in the proxy statement for such meeting) to comply with certain requirements, including providing timely written notice thereof in accordance with the Company’s Bylaws. Because the date of the Annual Meeting will now be held more than 30 days before the anniversary of the 2022 annual meeting of shareholders, the Company is establishing April 10, 2023 as the date by which notice by a shareholder of any such proposal or nomination must be received by the Company.


In addition to satisfying the foregoing requirements, in order to comply with the universal proxy rules under Rule 14a-19 of the Exchange Act, shareholders who intend to solicit proxies in support of director nominees for election at the Annual Meeting, other than the Company’s nominees, must provide notice that sets forth the information required by Rule 14a-19 no later than March 31, 2023.




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.


  By: /s/ Kyle J. Udseth
    Kyle J. Udseth, Chief Executive Officer
Date: : March 21, 2023