SC 13G: Pineapple Energy Inc.

AI Summary

SC 13G filing by Pineapple Energy Inc..

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.05 — me of Issuer) Common stock, par value $0.05 per share (Title of Class of Securitie

Filing Documents

• p24-3280sc13g.htm (SC 13G) — 117KB
• 0000902664-24-006324.txt ( ) — 119KB

(a)

Item 1(a). NAME OF ISSUER: The name of the issuer is Pineapple Energy Inc. (the " Issuer ").

(b)

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: The Issuer's principal executive offices are located at 10900 Red Circle Drive, Minnetonka, MN 55343.

(a)

Item 2(a). NAME OF PERSON FILING: This statement is filed by: (i) Cavalry Fund I LP, a Delaware limited partnership (" Cavalry Fund I "); (ii) Cavalry Fund I Management LLC, a Delaware limited liability company (" Cavalry Fund I Management "); (iii) Cavalry Investment Fund LP, a Delaware limited partnership (" Cavalry Investment Fund "); (iv) Cavalry Fund GP, LLC, a Delaware limited liability company (" Calvary Fund GP "); and (v) Thomas Walsh (" Mr. Walsh "). The foregoing persons are hereinafter sometimes collectively referred to as the " Reporting Persons ." The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein. The shares of Common Stock reported herein as of September 9, 2024 were issuable upon conversion of convertible preferred stock that were held by, Cavalry Fund I and Cavalry Investment Fund. Cavalry Fund I Management is the general partner of Cavalry Fund I. Calvary Fund GP is the general partner of Cavalry Investment Fund. Mr. Walsh is the Manager of Cavalry Fund I Management and the Managing Member of Calvary Fund GP. As such, Cavalry Fund I Management may have been deemed to beneficially own the shares of Common Stock that were issuable upon conversion of convertible preferred stock that were held by, Cavalry Fund I, and Calvary Fund GP may have been deemed to beneficially own the shares of Common Stock that were issuable upon conversion of convertible preferred stock that were held by, Cavalry Investment Fund. Mr. Walsh may have been deemed to beneficially own the shares of Common Stock that were issuable upon conversion of convertible preferred stock that were held by, Cavalry Fund I and Cavalry Investment Fund. To the extent Mr. Walsh was deemed to beneficially own such securities, Mr. Walsh disclaims beneficial ownership of these securitie

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The address of the business office of each of the Reporting Persons is 61 82 E. Allendale Rd. Ste 5B, Saddle River, New Jersey 07458.

(c)

Item 2(c). CITIZENSHIP: Cavalry Fund I is a limited partnership organized under the laws of the State of Delaware. Cavalry Fund I Management is a limited liability company organized under the laws of the State of Delaware. Cavalry Investment Fund is a limited partnership organized under the laws of the State of Delaware. Cavalry Fund GP is a limited liability company organized under the laws of the State of Delaware. Mr. Walsh is a citizen of the United States.

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES: Common stock, par value $0.05 per share (" Common Stock ").

(e)

Item 2(e). CUSIP NUMBER: 72303P404 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO §§ 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) ¨ Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) ¨ Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) ¨ Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) ¨ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ¨ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); CUSIP No. 72303P404 13G Page 9 of 11 Pages (j) ¨ Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: Item 4. The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each Reporting Person. The percentages set forth herein as of September 9, 2024 are calculated based on 8,723,625 shares of Common Stock outstanding as of August 15, 2024, as reported by the Issuer on Form 10-Q for the quarterly period ended June 30, 2024, filed with the Securities and Exchange Commission on August 19, 2024, and assumes the conversion of the convertible preferred stock held

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: November 7, 2024 Cavalry Fund I LP By: Cavalry Fund I Management LLC, its General Partner By: /s/ Thomas Walsh Name: Thomas Walsh Title: Manager Cavalry Fund I Management LLC By: /s/ Thomas Walsh Name: Thomas Walsh Title: Manager Cavalry Investment Fund LP By: Cavalry Fund GP, LLC , its General Partner By: /s/ Thomas Walsh Name: Thomas Walsh Title: Managing Member Cavalry Fund GP, LLC By: /s/ Thomas Walsh Name: Thomas Walsh Title: Managing Member By: /s/ Thomas Walsh Thomas Walsh EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. DATED: November 7, 2024 Cavalry Fund I LP By: Cavalry Fund I Management LLC, its General Partner By: /s/ Thomas Walsh Name: Thomas Walsh Title: Manager Cavalry Fund I Management LLC By: /s/ Thomas Walsh Name: Thomas Walsh Title: Manager Cavalry Investment Fund LP By: Cavalry Fund GP, LLC , its General Partner By: /s/ Thomas Walsh Name: Thomas Walsh Title: Managing Member Cavalry Fund GP, LLC By: /s/ Thomas Walsh Name: Thomas Wals

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