8-K - SPRU - Equibles

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

Dateof Report (Date of earliest event reported): November 17, 2023

SPRUCE POWER HOLDING CORPORATION

(Exactname of registrant as specified in its charter)

Delaware	001-38971	83-4109918
(State or other jurisdiction<br><br> <br>of incorporation)	(Commission File Number)	(I.R.S. Employer<br><br> <br>Identification No.)
2000 S Colorado Blvd, Suite 2-825<br><br> <br>Denver, CO	80202
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(Address of principal executive offices)	(Zip Code)

(866)

903-2399

(Registrant’stelephone number, including area code)

NotApplicable

(Formername or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written<br> communications pursuant to Rule 425 under the Securities Act
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act
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☐	Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act
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☐	Pre-commencement communications<br> pursuant to Rule 13e-4(c) under the Exchange Act
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Nameof each exchangeon which registered
Common Stock, par value $0.0001 per share	SPRU	New York Stock Exchange

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 7.01. Regulation FD Disclosure.

On November 17, 2023, Spruce Power Holding Corporation (the “Company”) received a notice from the New York Stock Exchange (“NYSE”) confirming that Company regained compliance with the continued listing standards set forth in Section 802.01C of the NYSE Listed Company Manual. As previously disclosed on March 28, 2023, the Company received written notice (the “Notice”) from the NYSE that the Company was not in compliance with listing standards set forth in Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Company’s stock was less than $1.00 over a consecutive 30 day trading period.

The information contained in, or incorporated into, this Item 7.01 of this Report is furnished under Item 7.01 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act or the Exchange Act regardless of any general incorporation language in such filings.

This Report shall not be deemed an admission as to the materiality of any information in this Report that is being disclosed pursuant to Regulation FD.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
104	Cover<br> Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

	SPRUCE POWER HOLDING CORPORATION
Date: November 24, 2023	By:	/s/ Jonathan Norling
	Name:	Jonathan Norling
	Title:	Chief<br>Legal Officer

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