Spruce Power holder agrees to buy $108K in shares

Six related reporting entities may be deemed to beneficially own the 3,482,160 shares held directly by SP Strategic Holdings.

Available on EDGAR 09/23/2026 - 06:00 PM EDT Accepted by SEC EDGAR 09/23/2026 - 06:00 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

SPRUCE POWER HOLDING CORP’s ownership update reports that SP Strategic Holdings LLC agreed to purchase 52,780 shares from Ja-Chin Audrey Lee for total consideration of $107,671 under a Stock Purchase Agreement dated September 21, 2026.

As of the close of business that day, SP Strategic Holdings LLC directly owned 3,482,160 shares, approximately 18.1% of the 19,252,186 shares outstanding as of August 10, 2026. Steel Partners Holdings L.P., Steel Partners Holdings GP Inc., SPH Group LLC, SPH Group Holdings LLC, Steel Excel Inc. and Steel Connect LLC may be deemed to beneficially own those same shares through their relationships with SP Strategic Holdings. Jack L. Howard directly owned 50,000 shares, less than 1%.

Key Figures

Shares SP Strategic Holdings agreed to purchase: 52,780 shares Total consideration: $107,671 SP Strategic Holdings direct ownership: 3,482,160 shares +3 more

6 metrics

Shares SP Strategic Holdings agreed to purchase 52,780 shares From Ja-Chin Audrey Lee under an agreement dated September 21, 2026

Total consideration $107,671 For the shares SP Strategic Holdings agreed to purchase

SP Strategic Holdings direct ownership 3,482,160 shares As of the close of business on September 21, 2026

SP Strategic Holdings ownership percentage Approximately 18.1% Based on 19,252,186 shares outstanding as of August 10, 2026

Shares outstanding 19,252,186 shares As of August 10, 2026

Jack L. Howard direct ownership 50,000 shares As of the close of business on September 21, 2026

Key Terms

beneficially own, Shared Voting Power, Shared Dispositive Power, Stock Purchase Agreement

4 terms

beneficially own regulatory

"may be deemed to beneficially own the Shares owned directly"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

Shared Voting Power regulatory

"Shared Voting Power 3,482,160.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

Shared Dispositive Power regulatory

"Shared Dispositive Power 3,482,160.00"

Stock Purchase Agreement technical

"entered into a Stock Purchase Agreement with Ja-Chin Audrey Lee"

A stock purchase agreement is a legal contract that sets the terms for buying or selling shares, specifying the price, number of shares, how payment is made, and any conditions or promises each side must meet. It matters to investors because it defines who owns what, when ownership changes, and what protections or obligations attach to the deal—think of it as a detailed receipt plus the house rules that determine the financial risks and benefits of the transaction.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many SPRU shares did SP Strategic Holdings agree to buy?

SP Strategic Holdings LLC agreed to buy 52,780 shares from Ja-Chin Audrey Lee for total consideration of $107,671 under a Stock Purchase Agreement dated September 21, 2026.

How many SPRU shares does SP Strategic Holdings own?

As of the close of business on September 21, 2026, SP Strategic Holdings LLC owned 3,482,160 shares directly, approximately 18.1% of the 19,252,186 shares outstanding as of August 10, 2026. Six related reporting persons may be deemed to beneficially own those same shares because of their relationships with SP Strategic Holdings.

How many SPRU shares does Jack L. Howard own?

Jack L. Howard owned 50,000 shares directly as of the close of business on September 21, 2026, representing less than 1% of the outstanding shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

SPRUCE POWER HOLDING CORP

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

9837FR209

(CUSIP Number)

Warren G. Lichtenstein
Steel Partners Holdings L.P., 590 Madison Avenue, 32nd Floor
New York, NY, 10022
212-520-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/21/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

STEEL PARTNERS HOLDINGS L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

Steel Partners Holdings GP Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

SPH Group LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

SPH Group Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

Steel Excel Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

Steel Connect LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

SP Strategic Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,482,160.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,482,160.00

11

Aggregate amount beneficially owned by each reporting person

3,482,160.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 9837FR209

1

Name of reporting person

HOWARD JACK L

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 50,000.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 50,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

50,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.3 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.0001 per share
(b)	Name of Issuer: SPRUCE POWER HOLDING CORP
(c)	Address of Issuer's Principal Executive Offices: 820 GESSNER ROAD, SUITE 500, HOUSTON, TEXAS , 77024.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The aggregate purchase price of the 3,482,160 Shares owned directly by SP Strategic Holdings is approximately $12,260,505, including brokerage commissions. Such Shares were acquired with SP Strategic Holdings' cash on hand. The aggregate purchase price of the 50,000 Shares owned directly by Mr. Howard is approximately $80,010, including brokerage commissions. Such Shares were acquired with Mr. Howard's personal funds.
Item 4.	Purpose of Transaction
	On September 21, 2026, SP Strategic Holdings entered into a Stock Purchase Agreement (the "SPA") with Ja-Chin Audrey Lee pursuant to which SP Strategic Holdings agreed to purchase an aggregate of 52,780 Shares from Ms. Lee for total consideration of $107,671. The foregoing description of the SPA does not purport to be complete and is qualified in its entirety by reference to the full text of the SPA, which is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 19,252,186 Shares outstanding, which is the total number of Shares outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2026. As of the close of business on the date hereof, SP Strategic Holdings owned directly 3,482,160 Shares, constituting approximately 18.1% of the Shares outstanding. By virtue of their relationships with SP Strategic Holdings, each of Steel Holdings, SPHG, SPHG Holdings, Steel Holdings GP, Steel Excel and Steel Connect may be deemed to beneficially own the Shares owned directly by SP Strategic Holdings. As of the close of business on the date hereof, Mr. Howard owned directly 50,000 Shares, constituting less than 1% of the Shares outstanding.
(c)	Item 5(c) is hereby amended and restated to read as follows: None of the Reporting Persons have engaged in any transactions in the Shares since the filing of Amendment No. 5 except as set forth in Exhibit 1 hereto.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Reference is made to the SPA described in Item 4 above, which description is incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibits: Exhibit 1 - Transactions in Securities of the Issuer Since the Filing of Amendment No. 5 Exhibit 99.1 - Stock Purchase Agreement, dated September 21, 2026, by and between SP Strategic Holdings LLC and Ja-Chin Audrey Lee

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

STEEL PARTNERS HOLDINGS L.P.

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary of Steel Partners Holdings GP Inc., its General Partner
Date:	09/23/2026

Steel Partners Holdings GP Inc.

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	09/23/2026

SPH Group LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary of Steel Partners Holdings GP Inc., its Managing Member
Date:	09/23/2026

SPH Group Holdings LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary of Steel Partners Holdings GP Inc., its Manager
Date:	09/23/2026

Steel Excel Inc.

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	09/23/2026

Steel Connect LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	09/23/2026

SP Strategic Holdings LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	09/23/2026

HOWARD JACK L

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, attorney-in-fact for Jack L. Howard
Date:	09/23/2026