SUNation Energy Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On December 18, 2025, SUNation Energy, Inc. (the “Company”) held an Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the four proposals described below. The proposals presented at the Annual Meeting are described in detail in the Definitive Proxy Statement filed with the Securities and Exchange Commission on November 24, 2025.
Of the 3,406,614 shares of Common Stock outstanding and entitled to vote at the Annual Meeting, 1,423,520, or 41.78%, of the outstanding and eligible shares, were present either in person or by proxy and entitled to vote on all proposals. Holders of Common Stock voted one vote per share on all matters properly brought before the Annual Meeting.
The results for each of the proposals submitted to a vote of stockholders at the Annual Meeting are as follows:
Proposal No. 1 – To vote for the election of Roger H.D. Lacey (the “Nominee”) to serve as the Class I director on the board of directors of the Company for a period of three years from the date of such election; the voting with respect to Proposal 1 was as follows:
| Nominee | For | Withheld | ||
| Roger H.D. Lacey | 410,823 | 2,826 |
Proposal No. 2 – To ratify the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2025; the voting with respect to Proposal 2 was as follows:
| For | Against | Abstain/Withheld | ||
| 1,360,190 | 51,444 | 11,886 |
Proposal No. 3 – To approve amendments to the Company’s 2022 Equity Incentive Plan to increase the number of shares of common stock reserved for issuance, the number of shares that can be issued as incentive stock options and to implement an evergreen provision for the purpose of setting the number of shares of common stock reserved for issuance thereunder to equal up to 5.0% of the total number of shares of our common stock outstanding on December 31 of the immediately preceding calendar year; the voting with respect to Proposal 3 was as follows:
| For | Against | Abstain/Withheld | ||
| 83,998 | 355,522 | 6,518 |
Proposal No. 4 – Proposal No. 4 – Approval to Adjourn the Meeting
The Company’s stockholders 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; however, since a quorum was present for the transaction of business and there were sufficient shares voted to approve Proposals 1 and 2, and despite not having sufficient votes to approve Proposal 3, no adjournment vote was sought and Proposal 4 was not moved forward:
| For | Against | Abstain/Withheld | ||
| 1,005,394 | 405,257 | 12,869 |
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SIGNATUREs
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.
| SUNATION ENERGY, INC. | ||
| By: | /s/ James Brennan | |
| James Brennan | ||
| Chief Financial Officer | ||
| Date: December 19, 2025 | ||
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