Steel Partners group reports new SPRU share purchases and 10% status

Rhea-AI Filing Summary

Spruce Power Holding Corp. (SPRU) received a new insider ownership update as a group of related Steel Partners entities reported open-market purchases of common stock through Steel Connect Sub LLC. On 11/20/2025, 69,375 shares were purchased at $4.9652 per share, followed by 17,688 shares at $4.9467 on 11/21/2025. On 11/24/2025, the group reported two additional purchases of 6,688 shares at $3.8819 and 114,700 shares at $4.6667.

After these trades, Steel Connect Sub LLC is shown as indirectly holding 2,865,612 SPRU common shares. The reporting entities, including Steel Partners Holdings L.P. and several affiliated companies, state they may be deemed part of a group that collectively owns more than 10% of Spruce Power’s outstanding common stock and they each disclaim beneficial ownership beyond their pecuniary interest.

Insights

Equity Ownership Analyst

Multiple related entities increased indirect common stock holdings through open-market purchases, consolidating a large grouped position above the 10% beneficial ownership threshold.

The filing shows several related entities, collectively defined as the "Reporting Persons", making open-market purchases of **Spruce Power Holding Corp** common stock on 11/20/2025, 11/21/2025, and 11/24/2025. All transactions use code "P", indicating regular purchases of non-derivative common stock, with prices between about $3.88 and $4.97 per share. After these trades, **Steel Connect Sub LLC** holds **2,865,612** shares, reported as indirectly owned by the upper-tier entities in the structure.

The structure is layered: **Steel Connect Sub LLC** is wholly owned by **Steel Connect LLC**, which is an indirect subsidiary of **Steel Excel Inc.**, which in turn is majority owned through **SPH Group Holdings LLC**, **SPH Group LLC**, and ultimately **Steel Partners Holdings L.P.** and its general partner. Each Reporting Person may be deemed part of a Section 13(d) group that collectively owns over 10% of the issuer’s outstanding common stock, while expressly disclaiming beneficial ownership beyond its pecuniary interest. There are no derivative securities reported in Table II, so current exposure is entirely through common shares. A key item to monitor over the near to medium term is whether subsequent Forms 4 or group disclosures show continued accumulation or structural changes within this ownership chain.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

STEEL PARTNERS HOLDINGS L.P.

(Last) (First) (Middle)

590 MADISON AVENUE, 32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SPRUCE POWER HOLDING CORP [ SPRU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share(1)(2)	11/20/2025		P		69,375	A	$4.9652	2,726,536	I	By Steel Connect Sub LLC(2)
Common Stock, par value $0.0001 per share(1)(2)	11/21/2025		P		17,688	A	$4.9467	2,744,224	I	By Steel Connect Sub LLC(2)
Common Stock, par value $0.0001 per share(1)(2)	11/24/2025		P		6,688	A	$3.8819	2,750,912	I	By Steel Connect Sub LLC(2)
Common Stock, par value $0.0001 per share(1)(2)	11/24/2025		P		114,700	A	$4.6667	2,865,612	I	By Steel Connect Sub LLC(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

STEEL PARTNERS HOLDINGS L.P.

(Last) (First) (Middle)

590 MADISON AVENUE, 32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Steel Partners Holdings GP Inc.

(Last) (First) (Middle)

590 MADISON AVENUE

32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SPH Group LLC

(Last) (First) (Middle)

C/O STEEL PARTNERS HOLDINGS L.P.

590 MADISON AVENUE, 32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SPH Group Holdings LLC

(Last) (First) (Middle)

C/O STEEL PARTNERS HOLDINGS L.P.

590 MADISON AVENUE, 32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Steel Excel Inc.

(Last) (First) (Middle)

590 MADISON AVENUE, 32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Steel Connect LLC

(Last) (First) (Middle)

590 MADISON AVENUE

32ND FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. This Form 4 is filed jointly by Steel Partners Holdings L.P ("Steel Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Excel Inc. ("Steel Excel") and Steel Connect LLC ("Steel Connect") (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of common stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein.

2. Represents securities owned directly by Steel Connect Sub LLC ("Steel Connect Sub"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. Steel Excel is a majority owned subsidiary of SPHG Holdings. Steel Connect is an indirect subsidiary of Steel Excel. Steel Connect Sub is a wholly owned subsidiary of Steel Connect. 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 Steel Connect Sub.

	By: Steel Partners Holdings L.P., By: Steel Partners Holdings GP Inc., General Partner, By: /s/ Maria Reda, Secretary	11/24/2025
	By: Steel Partners Holdings GP Inc., General Partner, By: /s/ Maria Reda, Secretary	11/24/2025
	By: SPH Group LLC, By: Steel Partners Holdings GP Inc., Managing Member, By: /s/ Maria Reda, Secretary	11/24/2025
	By: SPH Group Holdings LLC, By: Steel Partners Holdings GP Inc., Manager, By: /s/ Maria Reda, Secretary	11/24/2025
	By: Steel Excel Inc., By: /s/ Maria Reda, Secretary	11/24/2025
	By: Steel Connect LLC., By: /s/ Maria Reda, Secretary	11/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider activity did Spruce Power (SPRU) report in this Form 4?

The filing reports that entities affiliated with Steel Partners Holdings, through Steel Connect Sub LLC, bought multiple blocks of Spruce Power (SPRU) common stock in open-market transactions on November 20, 21, and 24, 2025.

How many Spruce Power (SPRU) shares were acquired by the reporting group?

The reported purchases total 69,375, 17,688, 6,688, and 114,700 shares of Spruce Power common stock, all acquired by Steel Connect Sub LLC in separate transactions at prices between $3.8819 and $4.9652 per share.

What is the resulting indirect beneficial ownership in SPRU after these transactions?

Following the reported transactions, the table shows Steel Connect Sub LLC indirectly holding 2,865,612 shares of Spruce Power common stock.

Who are the reporting persons in this Spruce Power (SPRU) Form 4?

The filing is made jointly by Steel Partners Holdings L.P., Steel Partners Holdings GP Inc., SPH Group LLC, SPH Group Holdings LLC, Steel Excel Inc., and Steel Connect LLC, which are collectively referred to as the Reporting Persons.

How are the Steel Partners entities related to Steel Connect Sub LLC and the SPRU shares?

The explanation states that Steel Holdings owns a majority of SPH Group LLC, which controls SPH Group Holdings LLC. Steel Excel Inc. is a majority-owned subsidiary of SPH Group Holdings, and Steel Connect LLC is an indirect subsidiary of Steel Excel. Steel Connect Sub LLC, which directly owns the SPRU shares, is a wholly owned subsidiary of Steel Connect.

Do the reporting persons claim full beneficial ownership of the Spruce Power shares?

No. The reporting group notes that each entity disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest in those shares.

Are the reporting persons considered more than 10% owners of Spruce Power (SPRU)?

The group states that each reporting person may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of Spruce Power’s outstanding common stock.