Spruce Power Holding Corp DEFA14A, filed Aug 11, 2026
Spruce Power Holding Corp (SPRU)
DEFA14A
2026-08-11
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Added on
October 26, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
______________
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
______________
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant x
Filed by a Party other than the Registrant o
Check the appropriate box:
o Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o Definitive Proxy Statement
x Definitive Additional Materials
☐Soliciting Material under Rule 14a-12
Spruce Power Holding Corporation
(Name of Registrant as Specified In Its Charter)
________________________________________________________
(Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply):
x No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
On August 11, 2026, Spruce Power Holding Corporation (the “Company”) convened its 2026 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on Proposal Six, the proposal to approve the adjournment of the Annual Meeting to a later date or dates, if necessary or appropriate (the “Adjournment Proposal”). Approval of the Adjournment Proposal required the affirmative vote of the majority of the votes cast at the Annual Meeting. On June 16, 2026, the record date for stockholders entitled to notice of, and to vote at, the Annual Meeting, there were 18,369,300 shares of the Company’s common stock issued and outstanding.
The voting results with respect to the Adjournment Proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 11,832,946 | 890,184 | 92,408 | — | ||||||||
The Adjournment Proposal was approved. Following the approval of the Adjournment Proposal, the Annual Meeting was adjourned until August 25, 2026 at 11:00 am Eastern Time.
No vote was taken at the Annual Meeting with respect to Proposals One through Five. The Company intends to reconvene the Annual Meeting on August 25, 2026, to consider and vote upon these proposals.
The record date for the determination of stockholders of the Company entitled to vote at the adjourned Annual Meeting will remain the close of business on June 16, 2026. No changes have been made to the proposals to be voted on by the stockholders at the reconvened Annual Meeting. Stockholders who have previously submitted their proxy or otherwise voted and do not want to change their vote do not need to take any action. Stockholders may cast their votes by following instructions set forth in the Company’s definitive proxy statement on Schedule 14A (the “Proxy Statement”) which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 23, 2026, which is available on the SEC’s website at www.sec.gov.
Important Information
This document may be deemed to be solicitation material in respect of the Annual Meeting to be reconvened and held August 25, 2026. In connection with the Annual Meeting, the Company filed with the Proxy Statement with the SEC and a proxy card with respect to its solicitation of proxies for the Annual Meeting. The Proxy Statement contains important information about the matters to be voted on at the Annual Meeting. STOCKHOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY HAS FILED OR WILL FILE WITH THE SEC BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE MATTERS TO BE VOTED ON AT THE ANNUAL MEETING. Stockholders are able to obtain free copies of these documents, and other documents filed with the SEC by the Company, through the website maintained by the SEC at www.sec.gov. In addition, stockholders are able to obtain free copies of these documents from the Company by contacting the Company’s Investor Relations by e-mail at investors@sprucepower.com, or by going to the Company’s Investor Relations page on its website at investors.sprucepower.com.
Participant Information
The Company, its directors, and certain of its executive officers are deemed to be “participants” (as defined in Section 14(a) of the Securities Exchange Act of 1934, as amended) in the solicitation of proxies from the Company’s stockholders in connection with the matters to be considered at the Annual Meeting. Information about the compensation of our named executive officers and our non-employee directors is set forth in the section titled “Executive Officer and Director Compensation” in the Proxy Statement. Information regarding the participants’ holdings of the Company’s securities can be found in the section titled “Security Ownership of Certain Beneficial Owners and Management” in the Proxy Statement.