Sunnova adopts NOL poison pill to protect $1.4B in federal tax attributes

Sunnova Energy International Inc.

Rights plan triggers if any person/group acquires 4.9% or more of outstanding common stock.
Holders (excluding trigger person) can buy shares at 50% discount or exchange each right for one common share.
Plan effective March 28, 2025, expires March 27, 2028 unless terminated earlier by Board.
Sunnova had approx. $1.4B in U.S. federal NOLs as of Dec 31, 2024 at risk under Section 382.
Board may exempt any person or transaction; plan intended to preserve long-term shareholder value.

item 1.01 item 3.03 item 5.03 item 8.01 item 9.01

Key facts

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Sunnova Energy International Inc.: Filed Certificate of Designations for Series D Preferred Stock in connection with Tax Asset Preservation Plan.

Change: charter amendment

Exact text from the filing

the Board of Directors approved a Certificate of Designations of Series D Preferred Stock (the “Certificate of Designations”), which the Company filed with the Secretary of State of the State of Delaware

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Source: SEC EDGAR

accession 0001772695-25-000043

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