{"schema_version":"secwatch.filing_event.v1","accession":"0000897101-22-001026","form_type":"8-K","ticker":"SUNE","cik":"0000022701","company_name":"SUNation Energy, Inc.","filed_at":"2022-12-09T23:59:59+00:00","discovered_at":"2026-05-14T18:03:53.088031+00:00","generated_at":"2026-06-21T07:02:05.774874+00:00","sec_items":["5.02","5.07","5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Pineapple Energy shareholders OK doubling authorized shares, equity plan expansion, $20M non-public offering","bullets":["Shareholders approved increase in authorized common stock from 37.5M to 75M shares.","Shareholders approved amendment to 2022 Equity Plan increasing share reserve from 750k to 1.25M.","Shareholders approved potential issuance of up to $20M in securities at up to 20% discount in non-public offerings.","CEO Udseth ($300k base) and CFO Ingvaldson ($250k base) entered new employment and change in control agreements.","Shareholders did not approve removal of supermajority voting requirement."],"urls":{"canonical":"https://secwatch.observer/filing/0000897101-22-001026","json":"https://secwatch.observer/filing/0000897101-22-001026.json","markdown":"https://secwatch.observer/filing/0000897101-22-001026.md","text":"https://secwatch.observer/filing/0000897101-22-001026.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/pegy221408_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-21T07:02:05.774874+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0fa45dce83c83fb6e11e68c12235377e59617224","claim":"SUNation Energy, Inc.: Shareholders approved an amendment to the Second Amended and Restated Articles of Incorporation to increase authorized shares of common stock from 37,500,000 to 75,000,000 (effective 2022-12-09).","evidence_excerpt":"the shareholders of the Company approved an amendment to the Company’s Second Amended and Restated Articles of Incorporation (the “Articles of Incorporation”) to increase the number of authorized shares of Common Stock to a total of 75,000,000 shares (the “Amendment”). The Amendment, which was included as Proposal 3 in the Company’s Proxy Statement, became effective on December 9, 2022 upon filing of Articles of Amendment to the Articles of Incorporation with the Secretary of State of the State of Minnesota.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2022-12-09"}],"fact_type":"governance_change"},{"claim_id":"079e7c8ed11ff64ed5dd01545173a6e609238dee","claim":"SUNation Energy, Inc. shareholders approved Ratification of the Appointment of Baker Tilly US, LLP as the Company’s Independent Registered Public Accounting Firm for 2022 at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 2: Ratification of the Appointment of Baker Tilly US, LLP as the Company’s Independent Registered Public Accounting Firm for 2022 The Company’s shareholders ratified the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022 by voting as follows: For Against Abstain 5,388,096 33,195 13,373","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"1c5fc74c49d06d381a60a6dc28ad28ba2e2def85","claim":"SUNation Energy, Inc. shareholders approved Election of Directors at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 1: Election of Directors The following nominees were elected to serve as directors for a term that will last until the Company’s 2023 Annual Meeting of Shareholders or until his or her successor is duly elected and qualified. The voting with respect to the election of directors was as follows: Nominee Votes For Withheld Broker Non-Votes Marilyn Adler 4,083,985 260,979 1,089,700 Thomas Holland 4,251,502 93,462 1,089,700 Scott Honour 4,224,569 120,395 1,089,700 Roger Lacey 4,249,222 95,742 1,089,700 Randall Sampson 4,251,920 93,044 1,089,700 Kyle Udseth 4,225,303 119,661 1,089,700 Michael Zapata 4,249,025 95,939 1,089,700","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"2d3448a54815ba2a8874fe20361496ab93d90ff2","claim":"SUNation Energy, Inc. shareholders approved Approval of the Company’s 2022 Employee Stock Purchase Plan at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 4: Approval of the Company’s 2022 Employee Stock Purchase Plan The Company’s shareholders approved the Company’s 2022 Employee Stock Purchase Plan by voting as follows: For Against Abstain Broker Non-Votes 4,103,337 227,056 14,571 1,089,700","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"5e681620b9c2c17c0412dbdead73267d99f87657","claim":"SUNation Energy, Inc. shareholders approved Approval of the Adjournment of the Annual Meeting to Solicit Additional Proxies at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 8: Approval of the Adjournment of the Annual Meeting to Solicit Additional Proxies The Company’s shareholders approved the one or more adjournments of the Annual Meeting to a later date or dates to solicit additional proxies if there are insufficient votes to approve any of the proposals at the time of the Annual Meeting by voting as follows: For Against Abstain 4,974,233 427,330 33,098","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"73e3becb26e33d3363060ae668fa05d81e258300","claim":"SUNation Energy, Inc. shareholders approved Approval of the Increase in the Number of Authorized Shares of the Company’s Common Stock at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 3: Approval of the Increase in the Number of Authorized Shares of the Company’s Common Stock The Company’s shareholders approved the amendment of the Company’s Amended and Restated Articles of Incorporation to increase the number of authorized shares of Common Stock from 37,500,000 to 75,000,000 by voting as follows: For Against Abstain 4,965,622 453,979 15,061","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"746737120a78cfb2a41dd186dff06312f0a885ac","claim":"SUNation Energy, Inc. shareholders approved Approval to Amend the Company’s 2022 Equity Incentive Plan at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 5: Approval to Amend the Company’s 2022 Equity Incentive Plan The Company’s shareholders approved the amendments to the Company’s 2022 Equity Plan to increase the number of shares of Common Stock authorized for issuance under the 2022 Equity Plan and the number of shares that can be issued as incentive stock options under the 2022 Equity Plan from 750,000 to 1,250,000 shares by voting as follows: For Against Abstain Broker Non-Votes 3,933,627 402,167 9,170 1,089,700","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"8d039f3c1e0c585b604d2b9d9d38b80a6aa69cdf","claim":"SUNation Energy, Inc. shareholders approved Election of Scott Maskin as a Director at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 9: Election of Scott Maskin as a Director Scott Maskin was elected to serve as director for a term that will last until the Company’s 2023 Annual Meeting of Shareholders or until his or her successor is duly elected and qualified by voting as follows: For Withhold Broker Non-Votes 3,751,937 118,513 1,561,782","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"bcd3a6bb0b349b0f88a4e3e4c5cf3bf881ed63d1","claim":"SUNation Energy, Inc. shareholders approved Approval of the Issuance of Securities in One or More Non-Public Offerings at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 6: Approval of the Issuance of Securities in One or More Non-Public Offerings The Company’s shareholders approved the potential approve the issuance of up to $20.0 million of securities in one or more non- public offerings where the maximum discount at which securities will be offered will be equivalent to a discount of up to 20% below the market price of the Common Stock in accordance with Nasdaq Listing Rule 5635(d) by voting as follows: For Against Abstain Broker Non-Votes 3,933,663 405,221 6,080 1,089,700","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"},{"claim_id":"c9ca18be9647568bacbebf726fb421cf4c8bf371","claim":"SUNation Energy, Inc. shareholders rejected Approval of the Removal of Supermajority Voting Requirements in the Company’s Articles of Incorporation at the 2022-12-07 meeting.","evidence_excerpt":"Proposal 7: Approval of the Removal of Supermajority Voting Requirements in the Company’s Articles of Incorporation The Company’s shareholders did not approve an amendment to the Company’s Amended and Restated Articles of Incorporation to eliminate the requirement that any reclassification of securities or recapitalization or reorganization of the Company be approved by at least two-thirds of the votes entitled to be cast by the holders of all then outstanding shares of voting stock by voting as follows: For Against Abstain Broker Non-Votes 3,933,018 399,423 12,522 1,089,701","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/22701/000089710122001026/0000897101-22-001026-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"failed"},{"label":"Meeting","value":"2022-12-07"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}