UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 3)*
Pineapple
Energy Inc.
(Name
of Issuer)
Common
Stock, $0.05 par value per share
(Title
of Class of Securities)
72303P107
(CUSIP
Number)
Scott
Honour
Lake Street Solar, LLC
3109
W 50th St #207
Minneapolis,
MN 55410
Telephone:
(952) 996-1674
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
June
12, 2023
(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 which is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐.
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See
Rule 13d-7 for other parties to whom copies are to be sent.
*The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior
cover page.
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).
SCHEDULE
13D
1 |
NAME
OF REPORTING PERSON
Northern
Pacific Growth Investment Advisors, LLC I.D. No. 47-2737367
|
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)
OO |
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT
TO ITEMS 2(d) or 2(e)
|
☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Minnesota
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 |
SOLE
VOTING POWER
1,137,918
(1)
|
8 |
SHARED
VOTING POWER
NONE |
9 |
SOLE
DISPOSITIVE POWER
1,137,918
(1)
|
10 |
SHARED
DISPOSITIVE POWER
NONE
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,137,918
(1)
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) |
☐ |
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.15% |
14 |
TYPE
OF REPORTING PERSON (See Instructions)
OO |
INCLUDE
BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING
EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
(1) Includes
12,500 shares of common stock, par value of $0.05 per share (the “Common Stock”), of the Issuer (as defined below)
held directly by the Reporting Person (as defined below) and the remaining 1,125,418 shares of Common Stock are held indirectly
by the Reporting Person through Lake Street Solar LLC (“Lake Street Solar”).
Item
1 – Security and Issuer
| (a) | This
statement on Schedule 13D relates to the common stock of Pineapple Energy Inc., a Minnesota corporation (the “Issuer”). |
| (b) | The
principal executive offices of the Issuer are located at 10900 Red Circle Drive, Minnetonka, MN 55343. |
Item 2
- Identity and Background
This
Schedule 13D is being filed on behalf of Northern Pacific Growth Investment Advisors, LLC, a Minnesota LLC (the “Reporting
Person”). The address of the principal business office of the Reporting Person is 3109 W 50th Street #207, Minneapolis,
MN 55410. The principal business occupation of the Reporting Person is to make venture capital investments in private and public
companies. The managing members and executive officers of the Reporting Person, their respective business addresses and their
respective countries of citizenship are set forth in Schedule A hereto.
During
the last five years, the Reporting Person has not, and to the best of the Reporting Person’s knowledge, none of the persons
listed on Schedule A attached hereto has, (i) been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3
- Source and Amount of Funds or Other Consideration
The
information in Item 4 is incorporated herein by reference. As discussed in further detail in Item 4, the shares of Common Stock
acquired by the Reporting Person were acquired (i) in exchange for units of Pineapple and (ii) as earn-out consideration.
Item 4
- Purpose of Transaction
Item
4 to Schedule 13D is amended to add, in pertinent part, as follows:
301,587
of the shares of Common Stock beneficially owned by the Reporting Person indirectly through Lake Street Solar (the “Escrowed
Shares”) were held in escrow by a third-party escrow agent in connection with a merger between the Issuer and Pineapple
Energy, LLC that closed on March 28, 2022. On November 3, 2023, the Escrowed Shares were released and distributed to third
parties according to the terms of the related escrow agreement, and Lake Street Solar no longer owns such Escrowed Shares.
On
the following dates, Lake Street Solar sold the noted number of shares of Common Stock at the noted weighted average price: June
12, 2023, 16,867 shares of Common Stock at a weighted average price of $1.45; June 13, 2023, 11,016 shares of Common Stock at
a weighted average price of $1.46; June 14, 2023, 5,306 shares of Common Stock at a weighted average price of $1.42; June 15,
2023, 5,310 shares of Common Stock at a weighted average price of $1.40; August 14, 2023, 50,000 shares of Common Stock at a weighted
average price of $1.1189; August 21, 2023, 50,000 shares of Common Stock at a weighted average price of $1.0548; September 12,
2023, 2,900 shares of Common Stock at a weighted average price of $1.04; September 13, 2023, 22,100 shares of Common Stock at
a weighted average price of $1.01; November 14, 2023, 2,600 shares of Common Stock at a weighted average price of $0.676; November
15, 2023, 9,616 shares of Common Stock at a weighted average price of $0.6549; November 16, 2023, 4,630 shares of Common Stock
at a weighted average price of $0.6175; November 17, 2023, 4,600 shares of Common Stock at a weighted average price of $0.6171;
and November 20, 2023, 2,488 shares of Common Stock at a weighted average price of $0.61.
Item
5. Interest in Securities of the Issuer
The
information in Item 4 is incorporated herein by reference. The
aggregate number of shares of Common Stock to which this Schedule 13D/A relates is 1,137,918 shares of Common Stock beneficially
owned by the Reporting Person, representing 11.15% of the 10,201,757 shares outstanding as reported in the Issuer’s Quarterly
Report on Form 10-Q filed on November 13, 2023.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The
information in Item 4 is incorporated herein by reference. Other than the agreements described in Item 4, as amended by this Schedule
13D/A, as of the date hereof, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among
the Reporting Person and between such persons and any person with respect to any securities of the Issuer.
Item
7. Material to Be Filed as Exhibits
None.
The
filer must sign the filing and certify that the information is true, complete and correct. If the filer is an entity, the filing
must be signed by an authorized officer.
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.
|
December
1, 2023 |
|
Date
/s/ Scott Honour |
|
Chief
Executive Officer of Northern Pacific Growth Investment Advisors, LLC |
Attention:
Intentional misstatements or omissions of fact
constitute Federal Criminal violations (See 18 U.S.C. 1001)
Schedule
A
The
managing members and executive officers of Northern Pacific Growth Investment Advisors, LLC are listed in the table below, along
with the citizenship of each managing member and executive officer. The principal business address of each managing member and
executive officer is 3109 W 50th Street #207, Minneapolis, MN 55410.
Name |
Position |
Citizenship |
Scott
Honour |
Chief
Executive Officer and Managing Member |
United
States |
Corey
Campbell |
Chief
Financial Officer |
United
States |
Jeffrey
Greiner |
Managing
Member |
United
States |
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