Spruce Power Holding Corp Reports 2026 Annual Meeting Voting Results

What Happened
Spruce Power Holding Corporation announced the voting results from its reconvened 2026 Annual Meeting of Stockholders held on August 25, 2026 (originally convened August 11, 2026 and adjourned). With a June 16, 2026 record date showing 18,369,300 shares outstanding, stockholders elected two Class C directors and approved an advisory vote on executive compensation, ratified the appointment of CohnReznick, LLP as auditor, approved redomiciliation from Delaware to Texas, and approved transfer restrictions intended to preserve tax benefits associated with the company’s net operating losses.

Key Details

• Meeting reconvened: August 25, 2026 (adjourned from August 11, 2026). Record date: June 16, 2026; 18,369,300 shares outstanding.
• Proposal 1 — Election of Class C directors:
  • Jonathan J. Ledecky: 10,252,478 votes for; 1,144,057 withheld; 3,715,100 broker non-votes.
  • Jack L. Howard: 10,625,131 votes for; 771,406 withheld; 3,715,098 broker non-votes.
• Proposal 2 — Advisory (non-binding) approval of named executive officer compensation: 10,180,766 for; 1,111,210 against; 104,557 abstentions; 3,715,102 broker non-votes.
• Proposal 3 — Ratification of CohnReznick, LLP as auditor for FY2026: 14,534,523 for; 467,162 against; 109,950 abstentions.
• Proposal 4 — Redomiciliation from Delaware to Texas: 9,817,762 for; 1,484,701 against; 94,072 abstentions; 3,715,100 broker non-votes.
• Proposal 5 — Transfer restrictions to preserve net operating loss (NOL) tax benefits: 10,429,680 for; 875,680 against; 91,177 abstentions; 3,715,098 broker non-votes.

Why It Matters

• Board composition: Election of the two Class C directors (terms through the 2029 annual meeting) affects governance and strategic oversight.
• Corporate structure and law: Approval to redomicile from Delaware to Texas changes the company’s legal domicile and the state law that governs corporate matters.
• Tax asset protection: Transfer restrictions approved by shareholders are intended to help preserve the value of the company’s net operating losses (NOLs), which can be important for future tax benefits.
• Auditor continuity and pay practice signal: Ratifying CohnReznick and approving the advisory compensation vote support continuity in financial oversight and confirm shareholder sentiment on executive pay (non-binding).

Filed by Spruce Power in an 8-K dated August 26, 2026.