true 2023 FY --12-31 0000022701 No No Yes Yes

 0000022701

 2023-01-01
 2023-12-31

 0000022701

 2023-06-30

 0000022701

 2024-04-25

 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM
 10-K/A

 (Amendment
No. 1)

 (Mark
One)

 ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the fiscal year ended December 31, 2023

 TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from ______to _____

 Commission
File Number: 001-31588

 PINEAPPLE
ENERGY INC.

 (Exact
name of registrant as specified in its charter)

 Minnesota

 41-0957999

 (State
 or other jurisdiction

 (I.R.S.
 Employer

 of
 incorporation or organization)

 Identification
 No.)

 10900
Red Circle Drive, Minnetonka, MN 55343

 (Address
of principal executive offices and zip code)

 Registrant's
telephone number, including area code: (952) 996-1674

 Securities
registered pursuant to Section 12(b) of the Act:

 Title of each
 class

 Trading Symbol

 Name of each exchange
 on which registered

 Common Stock, $.05
 par value

 PEGY

 Nasdaq Stock Market

 Securities
registered pursuant to Section 12(g) of the Act: None

by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

 YES NO

by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES NO

by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or Section 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days. YES NO

by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit such files). YES NO

by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of " large accelerated filer," "accelerated filer,"
"smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large
Accelerated Filer Accelerated Filer Non-Accelerated Filer

 Smaller
Reporting Company Emerging Growth Company

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report.

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the
registrant included in the filing reflect the correction of an error to previously issued financial statements.

by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant's executive officers during the relevant recovery pursuant to §240.10D-1(b).

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES NO

 The
aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant was approximately $ 9,937,000 based
upon the closing sale price of the Company's common stock on the Nasdaq Capital Market on June 30, 2023.

 As
of April 25, 2024 there were outstanding 90,150,718 shares of the Registrant's common stock.

 Documents
Incorporated by Reference

 None.

 EXPLANATORY
NOTE

Energy Inc. (herein referred to as "Pineapple," "PEGY," "our," "we" or the "Company")
is filing this Amendment No. 1 on Form 10-K/A ("Amendment No. 1") to amend our Annual Report on Form 10-K for the
fiscal year ended December 31, 2023 (the "Original Filing"), filed with the U.S. Securities and Exchange Commission
("SEC") on April 1, 2024 (the "Original Filing Date"), to include the information required by Items 10
through 14 of Part III of Form 10-K. This information was previously omitted from the Original Filing in reliance on General Instruction
G(3) to Form 10-K.

 Pursuant
to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this Amendment No. 1 also
contains new certifications by our principal executive officer and principal financial officer as required by Section 302 of the
Sarbanes-Oxley Act of 2002. Accordingly, Item 15 of Part IV is amended and restated to include the currently dated certifications
as exhibits.

 Except
as expressly noted in this Amendment No. 1, this Amendment No. 1 does not reflect events that may have occurred subsequent to
the Original Filing Date or modify or otherwise update any other disclosures contained in the Original Filing, including, without
limitation, the financial statements. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Filing.

 TABLE
OF CONTENTS

 ITEM 10.

 Directors, Executive Officers and Corporate Governance

 ITEM 11.

 Executive Compensation

 ITEM 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 ITEM 13.

 Certain Relationships and Related Transactions, and Director Independence

 ITEM 14.

 Principal Accountant Fees and Services

 ITEM 15.

 Exhibits and Financial Statement Schedules

 SIGNATURES

 PART
III

 ITEM
10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 INFORMATION
REGARDING DIRECTORS

 The
following sets forth information regarding the Company's current directors (the "Board of Directors" or "Board"),
including information regarding their principal occupations currently and for the preceding five years, as well as discussion
of the specific experience, qualifications, attributes and skills that led to the conclusion that such person should serve as
director of the Company. There are no family relationships between any director or executive
officer.

 Marilyn
Adler, age 58, has served on our Board of Directors since March 2022. Ms. Adler is a founder of Mizzen Capital, a private
credit fund, and has been a Managing Partner there since March 2019. Prior to launching Mizzen Capital, Ms. Adler held senior
management roles with several Small Business Investment Company ("SBIC") funds, including Medley SBIC LP from September
2012 to March 2019, Sunrise Equity Partners LP from September 2003 to September 2012 and Hudson Venture Partners LP from 1997
to 2002. Prior to that, she worked at Teachers Insurance and Annuity Association, a Fortune 100 financial services organization,
in the fixed income group from September 1991 to June 1994 and at Donaldson, Lufkin & Jenrette, an investment bank, from September
1987 to June 1989. Ms. Adler was also a Board Member of the Small Business Investor Alliance from 2014 to 2019. Ms. Adler earned
an MBA from The Wharton School of the University of Pennsylvania in 1991 and a B.S. with distinction from Cornell University in
1987. We believe that Ms. Adler is qualified to serve on our Board of Directors due to her business and management experience.

 Thomas
J. Holland, age 62, has served on our Board of Directors since March 2022. Mr. Holland is currently the Chief Operating Officer
of Homebound Inc., a California-based housing company, and has been in such role since November 2021. He was previously a partner
at Bain & Company, Inc., a management consulting firm, ("Bain & Company") from September 2018 to November
2021. From December 2016 to December 2017, Mr. Holland was the CEO of Century Snacks, LLC, a California-based food manufacturing
company. From March 2014 to December 2015, Mr. Holland served as the President of SunRun Inc., a provider of residential solar
panels and home batteries ("SunRun"), and he was the Chief Operating Officer of SunRun from August 2013 to March 2014.
Prior to that, he was a partner at Bain & Company from December 1989 to July 2013. Mr. Holland holds a B.S. in Civil Engineering
from the University of California, Berkeley and an M.B.A. from the Stanford Graduate School of Business. We believe that Mr. Holland
is qualified to serve on our Board of Directors due to his management experience across a variety of industries.

 Scott
Honour, age 57, has served on our Board of Directors since March 2022. Mr. Honour is Managing Partner of Northern Pacific
Group, a Wayzata, Minnesota based private equity firm, where he has served since 2012. Mr. Honour also serves as Chairman of
Perception Capital Corp. III (Nasdaq: PFTA), as Chairman of RCF Acquisition Corp. (NYSE: RCFA) and as a director of Spectair, Inc.
(Nasdaq: SPEC). Within the past five years, Mr. Honour served as a director of Sustainable Opportunities Acquisition Corp. (Nasdaq:
SOAC), Appreciate Holdings, Inc. (Nasdaq: SFR), and EVO Transportation & Energy Services (OTC: EVOA). From 2002 to 2012, he was
Senior Managing Director of The Gores Group, a Los Angeles based private equity firm with $4 billion of capital under management.
Prior to that, Mr. Honour was a Managing Director at UBS Investment Bank from 2000 to 2002 and an investment banker at DLJ from 1991
to 2000. He began his career at Trammell Crow Company in 1988. Mr. Honour also co-founded YapStone, Inc. in 1999. Mr. Honour holds a
BS in business administration and a BA in economics from Pepperdine University and an MBA in finance and marketing from the Wharton
School of the University of Pennsylvania. We believe that Mr. Honour is qualified to serve on our Board of Directors due to his
business and board experience.

 Roger
H.D. Lacey, age 73, has been a director of Communications Systems, Inc. ("CSI") since 2008 and a director
of ours, and our chairman, since the merger of the Company and CSI (the "Merger") in March 2022. Mr. Lacey served
as CSI's chief executive officer from February 2015 until November 30, 2020, and served as the executive chairman of CSI's
board of directors beginning in December 2018. He also assumed the additional role of interim chief executive officer of CSI on
August 2, 2021 through March 28, 2022. Mr. Lacey also served as interim chief executive officer of CSI from June 2014 until February
2015. Mr. Lacey was senior vice president of strategy and corporate development at the 3M Company from 2009 to his retirement
in 2013. He was the 3M Company's chief

 strategy officer and head of global mergers and acquisitions from 2000 to 2013. Mr.
Lacey's career with 3M began in 1975; from 1989 to 2000 he held various senior positions including serving as division vice
president of 3M Telecom Division. In addition, Mr. Lacey served as a member of the corporate venture capital board for internal
and external new venture investments from 2009 to 2013. In addition, he is a board member of Johnsonville Sausage Corporation,
a leading US food company, and also a Senior Partner in CGMR Capital, a private equity firm, where he is a Board member of WTB,
a private Utilities services company, and Cambek, a leading manufacturer of specialty wood construction products. He was formerly
a member of the board of governors for Opus Business School, University of St. Thomas; a former visiting professor of strategy
and corporate development, Huddersfield University; a founding member of the Innovation Lab at MIT; and is a former vice chair
of Abbott Northwestern Hospital Foundation. We believe that Mr. Lacey is qualified to serve on our Board of Directors due to his
unique perspective that combines familiarity with key technology markets around the world combined with deep experience in strategic
planning and business development.

 Scott
Maskin, age 60, has served on our Board of Directors since November 2022 and as our Senior
Vice President and General Manager, New York Division since November 2022. Mr. Maskin is the co-founder of SUNation Energy,
and served as its chief executive officer since its inception in June 2003 until the Company's acquisition of SUNation in
November 2022. Previously Mr. Maskin developed nearly 20 years of experience
on electrical and contracting work on commercial and residential properties and has a Master Electrician's license. We believe
Mr. Maskin is qualified to serve on our Board of Directors due to his extensive experience and knowledge in the industry, particularly
related to solar and battery energy storage systems for residential and small commercial customers.

 Randall
D. Sampson, age 66, has been a CSI director since 1999 and a director of ours since the Merger in March 2022. Mr. Sampson
was the Lead Independent Director from December 2018 until the Merger in March 2022. Since 1994 Mr. Sampson has held the positions
of president and chief executive officer, and a board member of Canterbury Park Holding Corporation ("CPHC"). Since
2022 he has also served as Chairman of the Board. CPHC is a public company (Nasdaq: CPHC) based in Shakopee, Minnesota that re-opened
a failed pari-mutuel race track and stimulated the revival of Minnesota's horse breeding and racing industries. Under his
leadership, the Canterbury Park Racetrack has become a unique, family-friendly venue for live horse races and other entertainment,
as well as pari-mutuel and card club wagering. Before becoming one of the three co-founders of CPHC in 1994, and after graduating
from college with a degree in accounting, Mr. Sampson worked for five years in the audit department of a large public accounting
firm where he earned his CPA certification, subsequently gained experience as a controller of a private company, served as a chief
financial officer of a public company and managed Sampson family interests in horse breeding and training. We believe that Mr.
Sampson is qualified to serve on our Board of Directors due to the challenging nature of Canterbury Park's business which
has demanded from its CEO an entrepreneurial mindset, attention to expense control, continuous innovation in marketing, and attention
to the needs of customers.

 Kyle
Udseth, age 43, has been a director of ours since March 2022 and our Chief Executive Officer since March 2022. Mr. Udseth
founded Pineapple LLC in 2020 and served as its chief executive officer and on its board of managers since its inception. Prior
to founding Pineapple LLC, Mr. Udseth served in various executive roles at leading national residential solar companies starting
in 2015, such as: vice president of sales at Sungevity from August to November of 2020, senior director of marketing and customer
experience at Sunnova from October of 2018 to August of 2020, and head of customer marketing at Sunrun from August of 2015 to
September of 2018. Mr. Udseth holds a bachelor's degree in economics from Carleton College and an MBA from the Stanford
Graduate School of Business. We believe that Mr. Udseth is qualified to serve on our Board of Directors due to his business experience
and management background.

 CORPORATE
GOVERNANCE AND BOARD MATTERS

 General
Information

 Our
Board is committed to sound and effective corporate governance practices. Our governance policies are consistent with applicable
provisions of the rules of the SEC and the listing standards of the Nasdaq Capital Market ("Nasdaq"). We also periodically
review our governance policies and practices in comparison to those suggested by authorities in corporate governance and the practices
of other public companies. You can access the charter of our Audit and Finance Committee, the charter of our Compensation Committee,
the charter of our Nominating and Corporate Governance Committee Guidelines by following links on the "Investor Relations—Governance"
section of our website at www.pineappleenergy.com.

 Meetings
of the Board of Directors

 Our
Board of Directors held five meetings during 2023. The independent directors regularly
hold executive sessions at meetings of our Board of Directors.

 During
2023, each of the directors then in office attended at least 75% of the aggregate of all meetings of the Board of Directors and
all meetings of the committees of the Board of Directors on which such director then served. Each of our directors is expected
to make a reasonable effort to attend our annual meetings of shareholders. Of our directors then in office, Messrs. Lacey, Udseth,
Sampson, and Maskin and Ms. Adler attended the 2023 Annual Meeting of Shareholders, which was held virtually.

 Committees
of the Board of Directors

 The
Company has three standing committees of the Board of Directors: the Audit and Finance Committee, the Compensation Committee and
the Nominating and Corporate Governance Committee.

 Audit
and Finance Committee

 The
members of the Audit and Finance Committee are Randall D. Sampson (Chair), Marilyn S. Adler and Scott Honour. Our
Board of Directors has determined that each member of the Audit and Finance Committee is independent
under applicable SEC rules and Nasdaq listing standards. Our Board of Directors has determined that Mr. Sampson is an audit
committee financial expert, as defined under the applicable rules of the SEC. Each of the members of our Audit and Finance Committee
meets the requirements for financial literacy and possesses the financial qualifications required under applicable
SEC rules and Nasdaq listing standards. The Audit and Finance Committee met six times during 2023.

 The
Audit and Finance Committee is responsible for the engagement, retention and replacement of the independent registered public
accounting firm, approval of transactions between the Company and a director or executive officer unrelated to service as a director
or officer, approval of non-audit services provided by our independent registered public accounting firm, oversight of our internal
controls and the receipt, retention and treatment of complaints regarding accounting, internal controls and auditing matters.
Our independent registered public accounting firm reports directly to the Audit and Finance Committee.

 The
Audit and Finance Committee operates under a written charter approved by the Board, a copy of which is available in the "Investor
Relations—Governance" section of our website at www.pineappleenergy.com.

Committee

 The
members of the Compensation Committee are Thomas J. Holland (Chair), Marilyn S. Adler and
Randall D. Sampson. Our Board of Directors has determined that each member of the Compensation Committee is independent
under applicable SEC rules and Nasdaq listing standards. The Compensation Committee met three
times during 2023.

 The
Compensation Committee is responsible for the overall compensation strategy and policies of the Company; reviews and approves
the compensation and other terms of employment of our chief executive officer and other executive officers; oversees the establishment
of performance goals and objectives for our executive officers; administers our incentive compensation plans, including the Company's
2022 Equity Incentive Plan; considers the adoption of other or additional compensation plans; and provides oversight and final
determinations with respect to our 401(k) plan, employee stock ownership plan and other similar employee benefit plans.

 The
Compensation Committee operates under a written charter approved by the Board, a copy of which is available in the "Investor
Relations—Governance" section of our website at www.pineappleenergy.com.

 Nominating
and Corporate Governance Committee

 The
members of the Nominating and Corporate Governance Committee are Scott M. Honour (Chair)
and Marilyn S. Adler. Our Board of Directors has determined that each member of the Nominating and Corporate Governance

 Committee
is independent under applicable SEC rules and Nasdaq listing standards. The Nominating and Corporate Governance Committee met
one time during 2023.

 The
Nominating and Corporate Governance Committee is responsible for identifying, reviewing and evaluating candidates to serve on
the Board of Directors; evaluating our incumbent directors; recommending candidates to our Board for election to the Board of
Directors; making recommendations to the Board regarding the membership of the committees of the Board; assessing the performance
of the Board; reviewing succession planning of the Chief Executive Officer and other senior executives; and overseeing matters
of corporate governance.

 The
Nominating and Corporate Governance Committee operates under a written charter approved by the Board, a copy of which is available
in the "Investor Relations—Governance" section of our website at www.pineappleenergy.com.

 Director
Nominations

 When
evaluating candidates for service as a director, the Nominating and Corporate Governance Committee and the Board take into account
many factors, including relevant experience, integrity, ability to make independent analytical inquiries, stock ownership, understanding
of the Company's business, relationships and associations related to the Company's business, personal health and a
willingness to devote adequate time and effort to Board responsibilities in the context of the needs of the Board at that time.

 Although
the Board does not have a formal policy regarding diversity, in addition to the factors noted above, the Board seeks individuals
who reflect diversity in background, education, business experience, skills, business relationships and associations and other
factors that will contribute to the Board's governance of the Company.

 The
Board will consider candidates proposed by shareholders and evaluates them using the same criteria as for other candidates. A
shareholder who wishes to recommend a director candidate for consideration by the committee should send the name(s) and appropriate
biographical information regarding the proposed candidate(s) to the Nominating and Corporate Governance Committee at the Company's
principal executive office, 10900 Red Circle
Drive, Minnetonka, Minnesota 55343. A shareholder who wishes to nominate an individual as a director
for election, rather than recommend the individual to the Board as a candidate, but does not intend to have the nominee included
in our proxy materials, must comply with the advance notice requirements set forth in our Bylaws.

 Board
Diversity Matrix (as of April 25, 2024)

 The
following chart summarizes certain self-identified characteristics of the directors of the Company utilizing the categories and
terms set forth in applicable Nasdaq rules and related guidance.

 Total
 Number of Directors

 Female

 Male

 Non-Binary

 Did
 Not Disclose Gender

 Part
 I: Gender Identity

 Directors

 —

 —

 Part
 II: Demographic Background

 African
 American or Black

 —

 —

 —

 —

 Alaskan
 Native or Native American

 —

 —

 —

 —

 Asian

 —

 —

 —

 —

 Hispanic
 or Latinx

 —

 —

 —

 —

 Native
 Hawaiian or Pacific Islander

 —

 —

 —

 —

 White

 —

 —

 Two
 or More Races or Ethnicities

 —

 —

 —

 —

 LGBTQ+

 —

 Did
 Not Disclose Demographic Background

 —

 Board
Leadership

 Mr.
Lacey serves as our Chairman of the Board. The Chairman of the Board position is a non-executive position and is separate from
the position of Chief Executive Officer. Separating these positions allows our Chief Executive Officer to focus on our day-to-day
business, while allowing the Chairman of the Board to lead our Board in its fundamental role of providing advice to and independent
oversight of management. Our Board recognizes the time, effort and energy that the Chief Executive Officer is required to devote
to his position in the current business environment, as well as the commitment required to serve as our Chairman, particularly
as the Board's oversight responsibilities continue to grow. Our Board believes that having separate positions, with a non-executive
director serving as Chairman, is the appropriate leadership structure for our Company at this time and allows each of the positions
to be carried out more effectively than if one person were tasked with both the day-to-day oversight of our business as well as
leadership of our Board.

 Board's
Role in Managing Risk

 In
general, management is responsible for the day-to-day management of the risks the Company faces, while the Board, acting as a
whole and through the Audit and Finance Committee, has oversight responsibility for risk management. In its risk oversight role,
the Board has the responsibility to satisfy itself that the risk management processes designed and implemented by management are
adequate and functioning as designed. Members of senior management attend the regular meetings of the Board and are available
to address questions and concerns raised by the Board related to risk management. In addition, the Board holds regular discussions
with management, the Company's independent registered public accounting firm and the internal auditor, to identify major
risk exposures and assess their potential financial impact on the Company and develop steps that could be taken to manage these
risks.

 The
Audit and Finance Committee assists the Board in fulfilling its risk management oversight responsibilities in financial reporting,
internal controls and compliance with legal and regulatory requirements. The Audit and Finance Committee reviews the Company's
financial statements and meets with the Company's independent registered public accounting firm and internal auditor at
least four times each year to review their respective reports on the adequacy and effectiveness of our internal audit and internal
control systems, and to discuss policies with respect to risk assessment and risk management.

 Code
of Ethics and Business Conduct

 The
Company maintains a Code of Ethics and Business Conduct (the "Code of Ethics") applicable to all of the Company's
officers, directors, employees, and other representatives. A copy of the Code of Ethics is available in the

 "Investor Relations—Governance"
section of our website at www.pineappleenergy.com. We intend to disclose any amendments to our Code of Ethics,
or waivers of its requirements granted to our principal executive officer, principal financial officer, principal accounting officer
or controller or persons performing similar functions, on our website.

 Communications
with the Board of Directors

 Any
shareholder who desires to contact our Board of Directors may do so by writing to the Board of Directors, generally, or to an
individual director at Pineapple Energy Inc., 10900 Red Circle Drive, Minnetonka, Minnesota 55343. Communications received electronically
or in writing are distributed to the full Board of Directors, a committee or an individual director, as appropriate, depending
on the facts and circumstances described in the communication received. By way of example, a complaint regarding accounting, internal
accounting controls or auditing matters would be forwarded to the Chair of the Audit and Finance Committee for review.

 Information
Regarding Executive Officers

 Set
forth below is biographical and other information for our current executive officers, including their ages as of April 25, 2024.
Information about Kyle Udseth may be found above in this Amendment No. 1 under the heading "Information Regarding Directors."

 Name

 Age

 Position

 Kyle Udseth

 Chief Executive Officer

 Eric Ingvaldson

 Chief Financial Officer

 Kristin Hlavka

 Corporate Controller

 Mr.
Ingvaldson was appointed our Chief Financial Officer in October 2022. Previously, he served
as the Chief Financial Officer and Chief Operating Officer of Kradle, a pet products company, beginning in April 2020. Prior to
that, Mr. Ingvaldson served as the Chief Financial Officer and Chief Operating Officer of Hemisphere Companies, a private equity
fund, from January 2018 to April 2020. Previously, he held various roles with C.H. Robinson Worldwide, including Director, International
Finance, Manager, Corporate Finance and Manager, Corporate Development, beginning in June 2007. Prior to June 2007, Mr. Ingvaldson
was an auditor for Deloitte & Touche.

 Ms.
Hlavka was appointed Corporate Controller of Pineapple Energy in March 2022. Previously, she served as Corporate Controller of
Communications Systems, Inc. from May 2011 to the Merger. Ms. Hlavka also served as our Interim Chief Financial Officer from August
22, 2022 until October 10, 2022. From July 2008 to April 2011, she served as the Assistant Corporate Controller of Communications
Systems, Inc. Prior to July 2008, she was an auditor for Deloitte and Touche LLP.

 Delinquent
Section 16(a) Reports

 Section
16(a) of the Exchange Act requires the Company's officers and directors, and persons who beneficially own more than ten
percent of a registered class of the Company's equity securities, to file reports of ownership and changes in ownership
on Forms 3, 4 and 5 with the SEC.

 SEC
regulations require us to identify anyone who filed a required report late during the most recent fiscal year. Based solely on
a review of such reports and written information given to us by our directors and executive officers, we believe that all such
required reports were filed on a timely basis under Section 16(a) for the fiscal year ended December 31, 2023, other than one
Form 4 for Mr. Ingvaldson that was filed one day late to report the withholding of shares to satisfy tax withholding obligations
on the vesting of restricted stock units, and 13 sales and one escrow release that were filed late by Lake Street Solar LLC, a
former holder of more than ten percent of our common stock.

 ITEM
11. EXECUTIVE COMPENSATION

 Overview

 This
section discusses our executive compensation objectives and policies, forms of compensation, and compensation related to services
in 2023 paid to or earned by our named executive officers (the "NEOs"). The NEOs for 2023 were:

 Kyle
 Udseth, our Chief Executive Officer;

 Eric
 Ingvaldson, our Chief Financial Officer; and

 Kristin
 Hlavka, our Corporate Controller.

Objectives and Process

 The
Compensation Committee has designed the Company's executive compensation program with a strategy to facilitate its ability
to attract, retain, reward and motivate a high performing executive team. The Company's compensation philosophy is based
on a motivational plan to provide pay-for-performance (at both the individual and company levels), to enable the Company's
executive team to achieve the Company's objectives successfully.

 Our
compensation programs are designed to:

 attract
 and retain individuals with superior ability and managerial experience;

 align
 executive officers' incentives with our corporate strategies, business objectives
 and the long-term interests of our shareholders; and

 increase
 the incentive to achieve key strategic performance measures by linking incentive award
 opportunities to the achievement of performance objectives and by providing a portion
 of total compensation for executive officers in the form of ownership in the Company.

 The
Compensation Committee is primarily responsible for establishing and approving the compensation for all of our executive officers.
The Compensation Committee oversees our compensation and benefit plans and policies, oversees and administers our equity incentive
plans and reviews and approves annually all compensation decisions relating to all of our executive officers, including our Chief
Executive Officer. The Compensation Committee considers recommendations from our Chief Executive Officer regarding the compensation
of our executive officers other than himself. Our Compensation Committee has the authority under its charter to engage the services
of a consulting firm or other outside advisor to assist it in designing our compensation programs and in making compensation decisions.

Decisions for 2023

 The
Compensation Committee evaluates and establishes the goals, objectives and substance of the Company's executive compensation
plans. The Compensation Committee has taken the following actions related to the components of executive compensation.

 Base
Salary

 Mr.
Udseth's annual base salary of $300,000 was established in connection with his Employment Agreement entered into on February
10, 2021. Effective February 13, 2023, Mr. Udseth voluntarily agreed, and the Compensation Committee approved, a reduction in
Mr. Udseth's annual base salary to $255,000, in order to assist with the reduction of corporate overhead. Subsequently,
in connection with certain financing arrangements entered into by the Company on June 1, 2023, the Compensation Committee approved
the reinstatement of Mr. Udseth's annual base salary amount of $300,000, effective June 5, 2023.

 In
connection with Mr. Ingvaldson's appointment as the Company's Chief Financial Officer effective October 10, 2022,
the Compensation Committee approved an annual base salary of $250,000 for Mr. Ingvaldson,
based on the Committee's review of market salaries for similar positions.

 Ms.
Hlavka's annual base salary was established subsequent to the Merger at $185,000. During the time in 2022 when Ms. Hlavka
served as our Interim Chief Financial Officer, her annual base salary was increased to $225,000,

 and then returned to $185,000
upon Mr. Ingvaldson's appointment as the Company's Chief Financial Officer, effective October 10, 2022.

 Annual
Cash Incentive Program

 In
March 2023, the Compensation Committee approved performance metrics for the 2023 annual cash incentive program for the Company's
employees, including executive officers (the "2023 MIP"). Participants have the ability to earn between 50% of target
for achieving threshold performance and 150% of target for achieving maximum performance for these metrics.

 The
following table presents the following for the 2023 MIP: (i) the performance measures for the plan; (ii) the relative weight assigned
to each of the performance measures in determining overall performance against the plan; (iii) target achievement levels for each
performance measure selected; and (iv) actual 2023 achievement as a percentage of the target goal.

 Performance
 Measure

 %

 Weight

 Annual
 Target Goal

 %
 of Target

Performance Achieved

 Adjusted EBITDA

 30%

 $800,000

 141%

 Organic
 Revenue Growth

 20%

 10%

 76%

 Fundraising

 20%

 $25,000,000

 56%

 Business
 Acquisitions

 20%

 0%

 ERP
 Implementation

 10%

 Successful
 implementation

 100%

 The
Compensation Committee did not exercise any discretion to increase or decrease the amounts payable pursuant to the 2023 MIP as
calculated pursuant to the terms as described above. As a result, based on the results as applied to the 2023 MIP as described
above, the Compensation Committee approved a weighted payout at 79% of target, resulting in the payment of the following amounts
to our NEOs under the MIP for 2023:

 Name

 Target
 MIP as a

Percentage of Base

Salary

 Target
 MIP Dollar

 Amount ($)

 Actual
 MIP Payout

 ($)

 Kyle
 Udseth

 50%

 150,000

 118,187

 Eric Ingvaldson

 40%

 100,000

 78,791

 Kristin Hlavka

 30%

 55,500

 43,729

 Equity
Awards

 A
key component of an executive officer's compensation is equity incentive awards, which are critical to focusing our
executives on the Company's long-term growth and creating shareholder value. In connection with the Merger, the
Company's shareholders approved the Pineapple Holdings, Inc. 2022 Equity Incentive Plan (the "2022 Equity
Incentive Plan"), which became effective on March 28, 2022. On December 7, 2022, the Company's shareholders
approved an amendment to the 2022 Equity Incentive Plan that increased the number of shares of common stock authorized for
issuance under the 2022 Equity Incentive Plan from 750,000 to 1,250,000.

 In
May of 2023, the Compensation Committee approved equity awards to the Company's employees, including the executive officers,
consisting of restricted stock units ("RSUs"). On May 15, 2023 (i) Mr. Udseth was granted 107,143 RSUs
that vest as follows: 35,714 vest 12 months, 35,714 vest 24 months, and 35,715 vest 36 months from the date of the grant, subject
to continued employment; (ii) Ms. Hlavka was granted 66,071 RSUs that vest as follows: 22,024 vest 12 months, 22,024 vest 24 months,
and 22,023 vest 36 months from the date of the grant, subject to continued employment; and (iii) Mr. Ingvaldson was granted 89,286
RSUs that vest as follows: 29,762 vest 12 months, 29,762 vest 24 months, and 29,762 vest 36 months from the date of the grant,
subject to continued employment.

 Other

 In
addition to participating in Company-wide plans providing health, dental and life insurance on the same basis as all of our other
employees, the NEOs receive other compensation and benefits in various forms, including an annual matching contribution of up
to 50% of each executive's personal contribution to the Company's 401(k) Plan up to the first 6% of the personal contribution.
The amount of this other compensation for our NEOs is presented in the column titled "All Other Compensation" under
the "Summary Compensation Table" and the "All Other Compensation Table."

 SUMMARY
COMPENSATION TABLE

 The
following table presents information regarding compensation paid to or earned by our NEOs for the years ended December 31,
2023 and 2022.

 Name
 and Principal Position

 Year

 Salary
 ($)

 Bonus
 ($) (1)

 Stock

 Awards
 ($) (2)

 Non-Equity

 Incentive Plan
 ($) (3)

 All
 Other
 ($) (4)

 Total
 ($)

 Kyle J. Udseth

 2023

 286,153

 —

 239,902

 118,187

 13,702

 657,944

 Chief Executive
 Officer

 2022

 300,000

 —

 455,696

 75,000

 6,542

 837,238

 Eric Ingvaldson

 2023

 250,000

 —

 125,893

 78,791

 10,405

 465,089

 Chief Financial
 Officer

 2022

 48,077

 —

 411,390

 11,233

 —

 470,700

 Kristin Hlavka

 2023

 185,000

 —

 93,160

 43,729

 6,452

 328,341

 Corporate Controller

 2022

 190,370

 40,600

 75,950

 30,066

 8,656

 345,642

 (1)

 For Ms. Hlavka, reflects a transaction bonus
 paid in 2022 in connection with the closing of the Merger.

 (2)

 Reflects the aggregate grant date fair value
 computed in accordance with FASB ASC Topic 718 for stock awards granted during the reported fiscal year. For additional
 information regarding the assumptions we used to calculate the amounts in this column, please refer to Note 13 to our audited
 consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

 (3)

 Represents amounts earned under the annual cash
 incentive plan for the year indicated.

 (4)

 See "All Other Compensation Table"
 below.

 All
Other Compensation Table

 The
following table provides a breakdown of information under the column "All Other Compensation" above.

 Employer

Contributions to

401(k) Plan

 Other

 Total

 Name

 Year

 ($)

 ($)

 ($)

 Kyle
 Udseth

 2023

 10,835

 2,867

 13,702

 2022

 6,542

 —

 6,542

 Eric Ingvaldson

 2023

 7,548

 2,856

 11,233

 2022

 —

 —

 —

 Kristin Hlavka

 2023

 6,452

 —

 6,452

 2022

 5,656

 3,000

 8,656

 Outstanding
Equity Awards at Fiscal Year-End

 The
following table sets forth certain information as of December 31, 2023 concerning outstanding equity awards held as of such date
by our NEOs:

 Stock
 Awards

 Name

 Number
 of shares or
 units of stock that
 have not vested (#)

 Market
 value
 of shares or units of stock

 that have not vested ($) (1)

 Kyle
 Udseth

 151,899 (2)

 89,620

 107,143 (3)

 63,214

 Eric
 Ingvaldson

 54,852 (4)

 32,363

 89,286 (5)

 52,679

 Kristin
 Hlavka

 25,317 (6)

 14,937

 66,071 (7)

 38,982

 (1)
Market value is calculated by multiplying the number of unvested units by $0.59, the closing price of our common stock on December
29, 2023, the last trading date of 2023.

 (2)
RSUs vest as follows: 75,949 vest 12 months, 75,949 vest 18 months, and 75,950 vest 30 months
from September 20, 2022, the date of grant.

 (3)
RSUs vest as follows: 35,714 vest 12 months, 35,714 vest 24 months, and 35,715 vest 36 months from May 15, 2023, the date of the
grant.

 (4)
RSUs vest in thirds on each of October 11, 2023, October 11, 2024 and October 11, 2025.

 (5)
RSUs vest as follows: 29,762 vest 12 months, 29,762 vest 24 months, and 29,762 vest 36 months from May 15, 2023, the date of the
grant.

 (6)
RSUs vest as follows: 5,858 vest
6 months, 6,800 vest 12 months, 12,658 vest 18 months, and 12,659 vest 30 months from September 20, 2022, the date of grant.

 (7)
RSUs vest as follows: 22,024 vest 12 months, 22,024 vest 24 months, and 22,023 vest 36 months from May 15, 2023, the date of the
grant.

 EMPLOYMENT,
TERMINATION AND CHANGE IN CONTROL ARRANGEMENTS

Agreements

 On
December 5, 2022, the Company entered into an Employment Agreement with each of Mr. Udseth and Mr. Ingvaldson. Mr. Udseth's
Employment Agreement provides for, among other things, an annual base salary of $300,000. Mr. Udseth's Employment
Agreement also provides for his participation in the Company's employee bonus program with a potential bonus opportunity
of up to 50% of his base salary, and Mr. Udseth's participation in the Company's employee benefit plans and programs.
Mr. Ingvaldson's Employment
Agreement provides for, among other things, an annual base salary of $250,000, Mr. Ingvaldson's participation
in the Company's employee bonus program with a potential bonus opportunity of up to 40% of his base salary, and Mr. Ingvaldson's
participation in the Company's employee benefit plans and programs.

 Each
of Mr. Udseth's and Mr. Ingvaldson's employment with the Company is at-will and continues until terminated by the
Company or the executive for any reason. Each of the Employment Agreements provides that upon termination of the executive's
employment, he is entitled to receive any base salary owed through his termination date and reimbursement of reasonable expenses
incurred as of his termination date. If the executive's employment is terminated by the Company for any reason other than
Cause (as defined in the Employment Agreements) or disability, or by the executive for Good Reason (as defined in the Employment
Agreements), in each case prior to a Change in Control (as defined in the change in control agreements referenced below), the
executive would also be entitled to receive an amount equal to 50% of his annual base salary at that time, payable in equal installments
over a six-month period.

 Each
Employment Agreement contains customary confidentiality provisions. It also provides that, while the executive is employed by
us and for a period of six months thereafter, he will not engage in competitive business, subject to certain exceptions. The Employment
Agreement also provides that, while the executive is employed by us and for a period of one year thereafter, he will not (i) solicit
any customer or business partner of the Company; (ii)

 take any action intended to, or that has the effect of interfering with
the Company's relationship with any customer or business partner or otherwise resulting in a customer or business partner
reducing or ceasing their business relationship with the Company; (iii) provide, to any customer with whom the executive had contact
during employment or about whom he had access to confidential information, any products or services that are competitive with
those that were offered by the Company during his employment with the Company; and (iv) directly or indirectly approach, solicit,
entice, hire or attempt to approach, solicit entice or hire any employee of the Company to leave the employment of the Company.

 Mr.
Udseth's Employment Agreement supersedes and replaces the employment agreement, dated as of February 10, 2021, between Mr.
Udseth and the Company, other than with respect to certain provisions as provided in Mr. Udseth's Employment Agreement.
Mr. Ingvaldson's Employment Agreement supersedes and replaces the offer letter, dated as of September 16, 2022, between
Mr. Ingvaldson and the Company.

 Change
in Control Agreements

 Each
of Mr. Udseth and Mr. Ingvaldson is a party to a change in control agreement, dated December 5, 2022, with the Company. Each of
the change in control agreements provides that if, within 24 months following a Change in
Control, the executive's employment is terminated by the Company for any reason other than Cause (as defined in the change
in control agreement), death or disability, or by the executive for Good Reason (as defined in the change in control agreement),
then the Company shall pay the executive an amount equal to one times his annual base salary as of the date of the Change in Control
or his termination date, whichever is greater, payable in a lump sum within 75 days following the termination date. Each of the
change in control agreements also provides that upon such a termination, for a period of 12 months following the termination date,
the executive will receive medical and dental insurance and life insurance, substantially in the form and expense to him as received
by him on his termination date. Each of the change in control agreements also provides that the payments made to the executive
under the agreement shall be one dollar less than the amount which would cause all payments to him to be subject to the excise
tax imposed by Section 4999 of the Internal Revenue Code.

 2022
Equity Incentive Plan and Award Agreements

 Under
the 2022 Equity Incentive Plan and related award agreements:

 if
 a participant is terminated for cause or upon conduct that would constitute cause during
 any post-termination exercise period, all unexercised option awards and all unvested
 portions of any other outstanding awards will be immediately forfeited without consideration;

 if
 a participant's service is terminated due to his or her death or disability, (i)
 all unvested restricted stock units shall vest as of the termination date, (ii) unvested
 performance stock units will vest on a pro rata basis, based on the actual performance
 in the case of disability and the target performance in the case of death; and (iii)
 the currently vested and exercisable portions of option awards may be exercised for a
 period of one year after the date of such termination; and

 upon
 termination for any reason other than death, disability or cause, all unvested and unexercisable
 portions of any outstanding awards will be immediately forfeited without consideration
 and the currently vested and exercisable portions of option awards may be exercised for
 a period of three months after the date of such termination; however, if a participant
 thereafter dies during such three-month period, the vested and exercisable portions of
 the option awards may be exercised for a period of one year after the date of such termination.

 The
2022 Equity Incentive Plan and related award agreements provide that if either of the following occurs: (1) there is a change
in control of our company that involves a corporate transaction, the outstanding awards are continued, assumed or replaced by
the surviving or successor entity, and within 24 months after the corporate transaction a participant's employment or other
service is involuntarily terminated without cause, or (2) there is a change in control of our company that does not involve a
corporate transaction and within 24 months after the change in control a participant's employment or other service is involuntarily
terminated without cause, then (i) each of the participant's outstanding options will become fully vested and exercisable
and will remain exercisable for one year, and (ii) each of the participant's unvested full value awards will fully vest.
To the extent vesting of any award continued, assumed or replaced is subject to satisfaction of specified performance goals, the number
of units that

 would vest will be equal to (A) if the accelerated vesting event occurs before the last day of the performance
period, the target number of units, prorated based on the period of time during the performance period prior to the termination,
or (B) if the accelerated vesting event occurs on or after the last day of the performance period, the number of units will
be determined based on the actual level of achievement of the performance goals.

 The
2022 Equity Incentive Plan and related award agreements also provide that if any outstanding award is not continued, assumed or
replaced in connection with a change in control involving a corporate transaction, then (i) all outstanding options and SARs will
become fully vested and exercisable for a period of time prior to the effective time of the corporate transaction and will then
terminate at the effective time of the corporate transaction, and (ii) all full value awards will fully vest. For these purposes,
for a performance-based award, the number of units that would vest will be equal to (A) if the accelerated vesting event
occurs before the last day of the performance period, the target number of units, prorated based on the period of time during
the performance period prior to the corporate transaction, or (B) if the accelerated vesting event occurs on or after the
last day of the performance period, the number of units will be determined based on the actual level of achievement of the
performance goals set forth in the agreement. Alternatively, if outstanding awards are not continued, assumed or replaced, the
Compensation Committee may elect to cancel such awards at or immediately prior to the effective time of the corporate transaction
in exchange for a payment with respect to each award in an amount equal to the excess, if any, between the fair market value of
the consideration that would otherwise be received in the corporate transaction for the same number of shares over the aggregate
exercise price (if any) for the shares subject to such award (or, if there is no excess, such award may be terminated without
payment).

 For
purposes of the 2022 Equity Incentive Plan, the following terms have the meanings indicated:

 a
 "change in control" generally refers to the acquisition by a person or group
 of beneficial ownership of more than 50% of the combined voting power of our voting securities,
 our continuing directors ceasing to constitute a majority of the board of directors,
 or the consummation of a corporate transaction as defined below (unless immediately following
 such corporate transaction all or substantially all of our previous holders of voting
 securities beneficially own more than 50% of the combined voting power of the resulting
 entity in substantially the same proportions); and

 a
 "corporate transaction" generally means (i) a sale or other disposition of
 all or substantially all of our assets, or (ii) a merger, consolidation, share exchange,
 or similar transaction involving us, regardless of whether we are the surviving entity.

 DIRECTOR
COMPENSATION

 In
2023, the annual compensation payable to non-employee directors of the Board, payable on a quarterly basis on the first day, or
as soon as practicable after the first day, of each quarter:

 $30,000
 cash retainer for all non-employee directors;

 $7,500
 additional cash retainer to each chair of a committee of the Board;

 $5,000
 additional cash retainer for service on each committee of the Board, excluding the chair
 of such committee; and

 $15,000
 additional cash retainer to the chair of the Board.

 While
non-employee directors received an annual grant of RSUs in 2022, the RSU grant initially intended for 2023 was not made until
early 2024. As a result, our non-employee directors did not receive any equity awards in 2023.

 The
following table sets forth summary information concerning the compensation paid to our directors for the fiscal year ended December
31, 2023. Compensation paid to or earned by Mr. Udseth, who served as a director and was an NEO during the fiscal year ended December
31, 2023, is set forth in the Summary Compensation Table.

 Fees
 Earned or

 Paid in Cash

 Stock
 Awards (1)

 All
 Other

 Non-Equity

Incentive Plan

 Total

 Name

 ($)

 ($)

 ($)

 ($)

 ($)

 Marilyn S. Adler

 40,000

 —

 —

 —

 40,000

 Thomas J. Holland

 46,875

 —

 —

 —

 46,875

 Scott M. Honour

 30,000

 —

 —

 —

 30,000

 Scott Maskin (2)

 —

 —

 238,062

 62,468

 300,530

 Roger C. Lacey

 56,250

 —

 —

 —

 56,250

 Randall D. Sampson

 42,500

 —

 —

 —

 42,500

 Michael R. Zapata (3)

 26,250

 —

 —

 —

 26,250

 (1)

 Reflects
 the aggregate grant date fair value computed in accordance with FASB ASC Topic 718 for stock awards granted during the reported
 fiscal year. For additional information regarding the assumptions we used to calculate the amounts in this column,
 please refer to Note 13 to our audited consolidated financial statements included in our Annual Report on Form 10-K for the
 fiscal year ended December 31, 2023.

 (2)

 As
 described further below, Mr. Maskin received compensation during 2023 as a non-executive officer employee; he did not receive
 any compensation as a member of the Board. The amounts shown in the table reflect $231,212 in salary, $62,468 earned
 under the 2023 annual cash incentive plan, and $6,850 in 401(k) match.

 (3)

 Mr.
 Zapata did not stand for re-election at the Company's 2023 Annual Meeting of Shareholders and his term ended on December
 14, 2023.

 As
of December 31, 2023, Mr. Maskin held 46,061 RSUs.

 As
noted above, Mr. Maskin has served as the Company's Senior Vice President and General
Manager, New York Division since November 2022. Mr. Maskin is a party to an Employment Agreement dated November 9, 2022
with the Company. Under the Employment Agreement, Mr. Maskin's annual base salary is $245,000 (subsequently reduced to $150,000
on November 13, 2023) and he is eligible to participate in the Company's discretionary employee
bonus program beginning January 1, 2023, with a potential bonus opportunity of up to 35% of his base salary.

 The
initial term of Mr. Maskin's employment is through December 31, 2024 unless terminated earlier or mutually renewed. Mr. Maskin's
employment is at-will. If Mr. Maskin's employment is terminated by the Company for any reason other than Cause (as defined in
his Employment Agreement) or disability, or by Mr. Maskin for Good Reason (as defined in his Employment Agreement) during the
term of the Employment Agreement, Mr. Maskin would be entitled to receive an amount equal to 100% of his annual base salary at
that time, payable in equal installments over a 12-month period.

 Mr.
Maskin's Employment Agreement contains customary confidentiality provisions. The Employment Agreement also provides that,
while Mr. Maskin is employed by us and for a period of one year thereafter, he will not (i) engage in competitive business, subject
to certain exceptions; (ii) solicit any customer or business partner of the Company; (iii) take any action intended to, or that
has the effect of interfering with the Company's relationship with any customer or business partner or otherwise resulting
in a customer or business partner reducing or ceasing their business relationship with the Company; (iv) provide, to any customer
with whom Mr. Maskin had contact during employment or about whom Mr. Maskin had access to confidential information (as defined
in the employment agreement), any products or services that are competitive with those that were offered by the Company during
Mr. Maskin's employment with the Company; and (v) directly or indirectly approach, solicit, entice, hire or attempt to approach,
solicit entice or hire any employee of the Company to leave the employment of the Company.

 ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 Ownership
of Certain Beneficial Owners and Management

 The
following table sets forth ownership of the Company's common stock by (i) each person known by the Company to own of record
or beneficially 5% or more of the Company's common stock, (ii) each director of the Company, (iii) each of the Named Executive
Officers of the Company, and (iv) all executive officers and directors of the Company as a group, in each case based upon information
available as of April 25, 2024 (unless otherwise noted). Percentage ownership is based on 90,150,718 shares of our common stock
outstanding as of April 25, 2024. Unless otherwise stated, the address of each person is 10900 Red Circle Drive, Minnetonka, MN
55343.

 Name
 and Address of Beneficial Owner

 Number
 of Shares

 Beneficially Owned (1)

 Percent
 of Outstanding

 Roger H.D. Lacey

 58,236

 *

 Kyle Udseth (2)

 232,080

 *

 Marilyn Adler

 15,190

 *

 Thomas J. Holland

 37,810

 *

 Scott M. Honour

 15,233

 *

 Randall D. Sampson
 (3)

 235,391

 *

 Scott Maskin

 547,105

 *

 Eric
 Ingvaldson (4)

 48,796

 *

 Kristin
 Hlavka (5)

 47,548

 *

 All executive officers and directors as of April
 25, 2024 as a group (9 persons)

 1,273,103

 1.4%

 ____________________

 *Less
than one percent

 (1)
 I ncludes
 the following number of shares allocated to the accounts of the following participants
 in the ESOP, as of April 25, 2024: Mr. Lacey, 1,824 shares; Ms. Hlavka, 2,420 shares;
 and all current directors and executive officers as a group, 4,244 shares.

 (2)
 Includes
 232,080 shares held by Mr. Udseth directly and 35,714 RSUs that vest within 60 days of
 April 25, 2024.

 (3)
 Mr.
 Sampson has or shares voting and dispositive power over: (i) 47,085 shares of common
 stock owned by Mr. Sampson individually; (ii) 12,844 shares of common stock owned jointly
 by Mr. Sampson and his spouse; (iii) 170,333 shares of common stock held by Sampson Family
 Real Estate Holdings, LLC, of which Mr. Sampson is the sole manager; and (iv) 5,129 shares
 of common stock held by the Sampson Family Foundation, a charitable foundation of which
 Mr. Sampson is one of five directors. The two officers of the Sampson Family Foundation
 have the authority to vote and dispose of the shares of common stock held by the Sampson
 Family Foundation. Mr. Sampson is not an officer of the Sampson Family Foundation. Mr.
 Sampson disclaims beneficial ownership of all of the shares of common stock except those
 shares he holds individually or jointly with his spouse.

 (4)
 Includes
 19,034 shares held by Mr. Ingvaldson directly and 29,762 RSUs that vest within 60 days
 of April 25, 2024.

 (5)
 Includes
 25,524 shares held by Ms. Hlavka directly and 22,024 RSUs that vest within 60 days of
 April 25, 2024.

 ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS

 SUNation
Acquisition

 On
November 9, 2022, the Company acquired all of the issued and outstanding equity of SUNation
Solar Systems, Inc. and five of its affiliated entities ("SUNation"), directly or indirectly from SUNation's
owners, which included Scott Maskin and James Brennan (with the other two owners, Scott Sousa and Brian Karp, collectively, the
"Sellers"). Mr. Maskin was appointed a director of the Company and the Senior Vice President and General Manager,
New York Division, of the Company, received 513,300 shares of Company common stock as consideration in the transaction and was
granted an inducement award of 69,091 restricted stock units in connection with his employment with the Company. Mr. Brennan was
appointed Senior Vice President, Corporate Development, of the Company, received 494,007 shares of Company common stock as consideration
in the transaction and was granted an inducement award of 65,455 restricted stock units in connection with his employment with
the Company.

 The
terms of Mr. Maskin's Employment Agreement are set forth above under "Director Compensation." Pursuant to Mr.
Brennan's Employment Agreement, his annual base salary is $235,000 and he is eligible to participate in
the Company's discretionary employee bonus program beginning January 1, 2023, with a potential bonus opportunity of up to 35%
of his base salary. In 2023, Mr. Brennan earned a salary of $225,193 and a bonus of $61,723.

 The
initial term of Mr. Brennan's employment is through December 31, 2024 unless terminated earlier or mutually renewed. Mr.
Brennan's employment is at-will. If Mr. Brennan's employment is terminated by the Company for any reason other than
Cause (as defined in his Employment Agreement) or disability, or by Mr. Brennan for Good Reason (as defined in his Employment
Agreement) during the term of the Employment Agreement, Mr. Brennan would be entitled to receive an amount equal to 100% of his
annual base salary at that time, payable in equal installments over a 12-month period.

 Mr.
 Brennan 's Employment Agreement contains customary confidentiality provisions.
The Employment Agreement also provides that, while Mr. Brennan is employed by us
and for a period of one year thereafter, he will not (i) engage in competitive business, subject to certain exceptions; (ii) solicit
any customer or business partner of the Company; (iii) take any action intended to, or that has the effect of interfering with
the Company's relationship with any customer or business partner or otherwise resulting in a customer or business partner
reducing or ceasing their business relationship with the Company; (iv) provide, to any customer with whom Mr. Brennan
 had contact during employment or about whom Mr. Brennan had access to confidential
information (as defined in the Employment Agreement), any products or services that are competitive with those that were offered
by the Company during Mr. Brennan 's employment with the Company; and (v) directly
or indirectly approach, solicit, entice, hire or attempt to approach, solicit entice or hire any employee of the Company to leave
the employment of the Company.

 The
Company acquired SUNation from the Sellers for an aggregate purchase price of $18,440,533,
comprised of (a) $2,390,000 in cash consideration paid at closing, (b) the issuance at closing of a $5,000,000 Short-Term
Limited Recourse Secured Promissory Note payable to Messrs. Maskin and Brennan (the
"Short-Term Note"), (c) the issuance at closing of a $5,486,000 Long-Term Promissory Note payable to Messrs.
Maskin and Brennan (the "Long-Term Note"), with a fair value of $4,830,533
at the acquisition date, and (d) the issuance at closing of an aggregate of 1,480,000 shares of Company common stock. The purchase
price also includes potential earn-out payments of up to $5,000,000 in the aggregate based on the percentage of year-over-year
EBITDA growth of the SUNation businesses in 2023 and 2024.

 The
Short-Term Note was paid in full on June 1, 2023. The Long-Term Note is unsecured and matures on November 9, 2025. It carries
an annual interest
rate of 4% until the first anniversary of issuance, then 8% thereafter until the Long-Term Note is paid in full. The Company will
be required to make a principal payment of $2.74 million on the second anniversary of the Long- Term Note.
As of April 15, 2024, the full $5.5 million remained

 outstanding under the Long-Term Note and the Company had paid an aggregate
amount of interest on the Long-Term Note of $ 31,263.

 Hercules-Pineapple
LLC Working Capital Loan

 On
January 8, 2021, Pineapple LLC and Hercules Capital, Inc. ("Hercules"), as agent for itself and the lenders, entered
into a working capital loan and security agreement (the "WC Loan Agreement") whereby the lenders agreed to make available
to Pineapple LLC a working capital loan in the original principal amount of $500,000, subject to the terms and conditions in the
WC Loan Agreement, and on December 16, 2021, the parties amended the WC Loan and Security Agreement pursuant to that certain First
Amendment to Working Capital Loan and Security Agreement by and between Pineapple LLC and Hercules. The lenders, Hercules and
Northern Pacific Growth Investment Advisors, LLC ("NPGIA"), made working capital loan commitments of $400,000 and
$100,000, respectively. NPGIA is an affiliate of Northern Pacific Group, which controls Lake Street, a then-member of Pineapple
LLC.

 Borrowings
under the WC Loan Agreement bear interest at 10.00% per annum with interest compounded daily. The collateral for the working capital
loan includes, among other things, all assets and all personal property of Pineapple LLC.

 Under
the WC Loan Agreement, Hercules is entitled to the highest priority lien on the collateral, including with respect to the payment
of $2,000,000 of accounts payable that are or may be owed to Lake Street and $350,000 of accounts payable that are or may be owed
to Hercules, each of which is subordinate to the payment of Pineapple LLC's obligations under the LSA. Under the LSA, this
aggregate $2,350,000 in payables to Pineapple LLC's then-members may only be repaid under certain conditions, including
the requirement that no obligations are outstanding under WC Loan agreement. On December 16, 2021, Hercules and Lake Street entered
into subscription agreements for the issuance of convertible notes in respect of the $2,000,000 and $350,000 in accounts payable,
respectively, which converted into 1,000,000 and 175,000 Pineapple LLC's Class C Units, respectively, as of immediately
prior to the consummation of the Merger. Each such Class C Unit subsequently converted into one share of the Company's common
stock upon consummation of the Merger, for a total of 293,750 shares.

 The
proceeds of the working capital loan will be used by Pineapple LLC solely to pay related fees and expenses in connection with
the WC Loan Agreement and for general working capital purposes of Pineapple LLC. However, the working capital loan proceeds may
not be paid or distributed to any direct or indirect equity owner of Pineapple LLC, or used to pay all or a portion of (i) any
fees to board members; (ii) payables, fees (including management fees), loans or other amounts due to NPGIA or Northern Pacific
Holdings, LLC or any of their respective officers, directors, members, managers, subsidiaries, or affiliates.

 Immediately
prior to the Merger, the $500,000 outstanding loan balance was converted to 250,000 Class C Units of Pineapple LLC, which upon
close of the Merger were converted into 62,500 shares of Company common stock.

 General

 The
Company's Board has adopted Governance Guidelines that include provisions with respect to conflicts of interest. These Guidelines
describe a "conflict of interest" as a situation in which a director's personal interest, including an immediate
family member interest, is adverse to, or may appear to be adverse to, the interests of the Company. The Guidelines provide that
any situation that involves, or may reasonably be expected to involve, a conflict of interest with the Company, must be disclosed
promptly to the Chief Executive Officer, the Chairman, and the Company's primary legal counsel.

 If
the Company wishes to proceed with a transaction involving a potential conflict of interest, the Board would intend to seek prior
approval from the Audit and Finance Committee to ensure the transaction is beneficial to the Company and the terms of the transaction
are fair to the Company.

 Executive
Compensation and Employment Arrangements

 Information
on compensation arrangements with the Company's executive officers is described in detail in Part III, Item 11. " Executive
Compensation " in this Amendment No. 1.

 DIRECTOR
INDEPENDENCE

 Under
the Nasdaq listing standards, a majority of the members of a listed company's board of directors must qualify as "independent,"
as affirmatively determined by the board of directors. Our Board of Directors has affirmatively determined that all of our directors,
except for Messrs. Lacey, Maskin and Udseth, are independent directors within the meaning of the applicable Nasdaq listing standards.

 ITEM
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

 Change
in Independent Registered Public Accounting Firm

 Baker
Tilly US, LLP ("Baker Tilly") previously served as the Company's independent registered public accounting firm
since 2021. Effective April 28, 2023, Baker Tilly resigned as the Company's independent registered public accounting firm,
but was subsequently engaged to review the Company's unaudited condensed consolidated financial statements for the fiscal
quarters ended March 31, 2023 and June 30, 2023.

 Baker
Tilly audited the consolidated financial statements of the Company for the fiscal years ended December 31, 2022 and 2021. The
reports of Baker Tilly on such financial statements did not contain an adverse opinion or a disclaimer of opinion, and were not
qualified or modified as to uncertainty, audit scope, or accounting principles, except that in its report on the financial statements
for the fiscal year ended December 31, 2022, Baker Tilly included a paragraph regarding the existence of substantial doubt about
the Company's ability to continue as a going concern. In connection with the reports of Baker Tilly on the Company's
consolidated financial statements for the fiscal years ended December 31, 2022 and December 31, 2021, and Baker Tilly's
review of the financial statements for the fiscal quarters ended March 31, 2023 and June 30, 2023, there were: (i) no disagreements
(as described in Item 304(a)(1)(iv) of Regulation S-K under the Securities and Exchange Act of 1934, as amended (the "Exchange
Act")) between the Company and Baker Tilly on any matter of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which disagreements, if not resolved to Baker Tilly's satisfaction, would have caused Baker
Tilly to make reference to the subject matter of the disagreement in connection with its reports; and (ii) no "reportable
event" (as described in Item 304(a)(1)(v) of Regulation S-K under the Exchange Act).

 On
August 10, 2023, the Audit and Finance Committee engaged UHY LLP ("UHY") as its independent registered public accounting
firm for the Company's fiscal year ending December 31, 2023 and for the fiscal quarter ended September 30, 2023. During
the years ended December 31, 2022 and 2021, and through UHY's engagement on August 10, 2023, neither the Company, nor anyone
on its behalf, consulted UHY regarding (i) the application of accounting principles to a specified transaction, either completed
or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written report
was provided to the Company or oral advice was provided that UHY concluded was an important factor considered by the Company in
reaching a decision as to the accounting, auditing or financial reporting issue, or (ii) any matter that was either the subject
of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or any "reportable
event" (as described in Item 304(a)(1)(v) of Regulation S-K).

 Fees

 The
following is a summary of the fees billed to the Company by UHY ( UHY LLP, Melville, New York, PCAOB ID: 1195) for professional services for the year ended December 31, 2023:

 Fee
 Category

 2023

 Audit
 Fees

 $

 358,750*

 Audit-Related
 Fees

 —

 Tax Fees

 —

 All
 Other Fees

 —

 Total
 Fees

 $

 358,750

 * This amount is an estimate based on the amount of standard originally agreed upon fees. The final amount of the fees for those services
may vary from the estimate.

 The
following is a summary of the fees billed to the Company by Baker Tilly (Baker Tilly US, LLP, Minneapolis, Minnesota, PCAOB ID: 23) for professional services for the years ended December
31, 2023 and 2022:

 Fee
 Category

 2023

 2022

 Audit
 Fees

 $

 114,450

 $

 455,844

 Audit-Related
 Fees

 —

 89,505

 Tax Fees

 —

 —

 All
 Other Fees

 —

 —

 Total
 Fees

 $

 114,450

 $

 545,349

 Audit
Fees. Audit fees represent fees for professional services provided in connection with
the annual audit of the Company's consolidated financial statements, the review of the Company's quarterly consolidated
financial statements and related registration statements. Audit fees incurred for the year ended December 31, 2023 represent services provided by UHY and Baker Tilly,
and audit fees for the year ended December 31, 2022 represent services provided by Baker Tilly.

 Audit-Related
Fees. This category consists of fees billed for assurance and related services, such as the Company's employee benefit
plan audits that are reasonably related to the performance of the audit or review of the Company's financial statements
and are not otherwise reported under "Audit Fees."

 Tax
Fees. This category consists of fees billed for professional services for tax compliance, tax advice and tax planning. Assistance
regarding federal and state tax compliance and acquisitions are provided to the Company by RSM US LLP.

 All
Other Fees. All other fees are fees for products and services other than those listed above.

 Audit
and Finance Committee Pre-Approval Policies and Procedures

 In
addition to approving the engagement of the independent registered public accounting firm to audit the Company's consolidated
financial statements, the policy of the Audit and Finance Committee is to approve all use of the Company's independent registered
public accounting firm for non-audit services prior to any such engagement. To minimize relationships that could appear to impair
the objectivity of the independent registered public accounting firm, the policy of the Committee is to restrict the non-audit
services that may be provided to the Company by the Company's independent registered public accounting firm primarily to
tax services, merger and acquisition due diligence and integration services, and any other services that can clearly be designated
as "non-audit" services. All of the services described above for 2023 were pre-approved by the Audit and Finance Committee
before UHY or Baker Tilly, as applicable, were engaged to render the services.

 PART
IV

 ITEM
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

 (a)(1)
Consolidated Financial Statements

 The
following Consolidated Financial Statements of Pineapple Energy Inc. and subsidiaries appear at pages 33 to 69 in the Original
Filing:

 Report

 Report

 Balance Sheets as of December 31, 2023 and 2022

 Statements of Operations and Comprehensive Loss for the years ended December 31, 2023
 and 2022

 Statements of Changes in Stockholders' Equity for the years ended December 31,
 2023 and 2022

 Statements of Cash Flows for the years ended December 31, 2023 and 2022

 Notes
 to Consolidated Financial Statements

 (a)(2)
Consolidated Financial Statement Schedules

 The
schedules have been omitted as the required information is inapplicable or the information is otherwise included in the Original
Filing.

 (a)(3)
Exhibits

 See
Exhibit Index, which is incorporated herein by reference.

 EXHIBIT

 Regulation S-K

 Reference

 Title of Document

 Location

 2.1 #

 Agreement
 and Plan of Merger, dated March 1, 2021, by and among Communications Systems, Inc., Helios Merger Co., Pineapple Energy LLC,
 Lake Street Solar LLC, and Randall D. Sampson

 Filed as Exhibit 2.1 to the Form 8-K filed on
 March 3, 2021 and incorporated herein by reference.

 2.2 #

 Amendment
 No. 1 to Agreement and Plan of Merger dated December 16, 2021 by and among Communications Systems, Inc., Helios Merger Co.,
 Pineapple Energy LLC, Lake Street Solar LLC, and Randall D. Sampson

 Filed as Exhibit 2.1
 to the Form 8-K filed on December 20, 2021 and incorporated herein by reference.

 2.3 #

 Transaction
 Agreement, dated November 9, 2022, by and among Pineapple Energy Inc., Solar Merger Sub, LLC, Scott Maskin, James Brennan,
 Scott Sousa, Brian Karp and Scott Maskin as representative of each seller, including the forms of the Plan of Merger, the
 Pledge and Security Agreement, the Short-Term Limited Recourse Secured Promissory Note and the Long-Term Promissory Note

 Filed as Exhibit 2.1 to Form 8-K filed on November
 10, 2022 and incorporated herein by reference.

 3.1

 Fourth
 Amended and Restated Articles of Incorporation, as amended through January 30, 2024

 Filed as Exhibit 3.2 to the Form 8-K filed on
 February 5, 2024 and incorporated herein by reference.

 3.2

 Restated
 Bylaws of Pineapple Energy Inc., as amended (effective as of April 13, 2022)

 Filed as Exhibit 3.2 to the Form 8-K filed on
 April 13, 2022 and incorporated herein by reference.

 3.3

 Certificate
 of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock of Communications Systems, Inc.
 (n/k/a Pineapple Energy Inc.) filed on March 25, 2022

 Included in Exhibit 3.1.

 4.1

 Description of Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

 Filed as Exhibit 4.1 to the Form 10-K filed
 on April 1, 2024 and incorporated herein by reference.

 4.2

 Amended
 and Restated Registration Rights Agreement between Communications Systems, Inc. and PIPE Investors

 Filed as Exhibit 4.3 to the Form 8-K filed on
 September 15, 2021 and incorporated herein by reference.

 4.3

 Form
 of Senior Indenture

 Filed as Exhibit 4.4 to Registration
 Statement on Form S-3 filed August 25, 2022 and incorporated herein by reference.

 4.4

 Form
 of Subordinated Indenture

 Filed as Exhibit 4.5 to Registration
 Statement on Form S-3 filed August 25, 2022 and incorporated herein by reference.

 10.1

 *

 Employee
 Stock Ownership Plan and Trust, effective as of January 1, 2009

 Filed as Exhibit 10.3 to the Form
 10-K for the year ended December 31, 2011 (2011 Form 10-K) and incorporated herein by reference.

 10.2

 *

 First
 Amendment, dated October 21, 2011, to the Communications Systems, Inc. Employee Stock Ownership Plan and Trust.

 Filed as Exhibit 10.3.1 to the 2011
 Form 10-K and incorporated herein by reference.

 10.3

 *

 Third
 Amendment, dated December 14, 2012 to the Communications Systems, Inc. Employee Stock Ownership Plan and Trust.

 Filed as Exhibit 10.1 to the Form
 8-K dated December 20, 2012 and incorporated herein by reference.

 10.4

 *

 Fourth
 Amendment, dated January 1, 2015 to the Communications Systems, Inc. Employee Stock Ownership Plan and Trust

 Filed as Exhibit 10.3.3 to the Form
 10-K for the year ended December 31, 2014 and incorporated herein by reference.

 10.5

 *

 Energy Inc. 2022 Employee Stock Purchase Plan, as amended

 Filed as Appendix B to the 2023
 Annual Meeting of Shareholders on Schedule 14A filed on November 3, 2023 and incorporated herein by reference.

 10.6

 *

 Form
 of Communications Systems, Inc. Change of Control Agreement for Executives

 Filed as Exhibit 10.13 to the 2018
 Form 10-K and incorporated herein by reference.

 10.7

 Voting
 Agreement, dated March 1, 2021, by and among Communications Systems, Inc., Pineapple Energy LLC, and the holders of capital
 stock of Communications Systems, Inc.

 Filed as Exhibit 10.1 to the Form
 8-K filed on March 3, 2021 and incorporated herein by reference.

 10.8

 Amended
 and Restated Securities Purchase Agreement dated as of September 15, 2021, between Communications Systems, Inc. and the PIPE
 Investors

 Filed as Exhibit 10.1 to the Form
 8-K filed on September 15, 2021 and incorporated herein by reference.

 10.9

 Form
 of Lock-up Agreement by and among Communications Systems, Inc., certain directors, officers and shareholders of Communications
 Systems, Inc., and the PIPE Investors

 Filed as Exhibit 10.2 to the Form
 8-K filed on June 29, 2021 and incorporated herein by reference.

 10.10

 #

 Asset
 Purchase Agreement dated March 1, 2021 by and among Hawaii Energy Connection, LLC and E-Gear, LLC as Seller, Steven P. Godmere
 as Seller Representative, Pineapple Energy LLC as Buyer.

 Filed as Exhibit 10.13 to Registration
 Statement on Form S-4 filed on November 12, 2021 and incorporated herein by reference.

 10.11

 Loan
 and Security Agreement dated as of December 11, 2020 by and between Pineapple Energy LLC as Borrower and Hercules Capital,
 Inc. as Lender and Agent.

 Filed as Exhibit 10.14 to Registration
 Statement on Form S-4 filed on November 12, 2021 and incorporated herein by reference.

 10.12

 Working
 Capital Loan and Security Agreement dated as of January 8, 2021 by and between Pineapple Energy LLC as Borrower and Hercules
 Capital, Inc. as Lender and Agent.

 Filed as Exhibit 10.15 to Registration
 Statement on Form S-4 filed on November 12, 2021 and incorporated herein by reference.

 10.13

 *

 Agreement dated February 10, 2021 by and between Pineapple Energy LLC and Kyle Udseth.

 Filed as Exhibit 10.17 to Registration
 Statement on Form S-4 filed on November 12, 2021 and incorporated herein by reference.

 10.14

 #

 Amendment
 No. 1 to Asset Purchase Agreement dated December 16, 2021 by and among Hawaii Energy Connection, LLC and E-Gear, LLC as Seller,
 Steven P. Godmere as Seller Representative, Pineapple Energy LLC as Buyer.

 Filed as Exhibit 10.18 to Registration
 Statement on Form S-4/A filed on January 26, 2022 and incorporated herein by reference.

 10.15

 #

 Consent
 and Amendment to Loan and Security Agreement dated as of December 16, 2021 by and between Pineapple Energy LLC as Borrower
 and Hercules Capital, Inc. as Lender and Agent.

 Filed as Exhibit 10.19 to Registration
 Statement on Form S-4/A filed on January 26, 2022 and incorporated herein by reference.

 10.16

 First
 Amendment to Working Capital Loan and Security Agreement dated as of December 16, 2021 by and between Pineapple Energy LLC
 as Borrower and Hercules Capital, Inc. as Lender and Agent.

 Filed
 as Exhibit 10.20 to Registration Statement on Form S-4/A filed on January 26, 2022 and incorporated herein by reference.

 10.17

 Subscription
 Agreement dated as of December 16, 2021 by and between Pineapple Energy LLC and Lake Street Solar LLC.

 Filed
 as Exhibit 10.21 to Registration Statement on Form S-4/A filed on January 26, 2022 and incorporated herein by reference.

 10.18

 Subscription
 Agreement dated as of December 16, 2021 by and between Pineapple Energy LLC and Hercules Capital, Inc.

 Filed
 as Exhibit 10.22 to Registration Statement on Form S-4/A filed on January 26, 2022 and incorporated herein by reference.

 10.19

 *

 Form
 of Restricted Stock Unit Award Agreement under the 2022 Equity Incentive Plan

 Filed
 as Exhibit 10.1 to Form 10-Q filed on November 14, 2022 and incorporated herein by reference.

 10.20

 *

 Form
 of Performance Stock Unit Award Agreement under the 2022 Equity Incentive Plan

 Filed
 as Exhibit 10.2 to Form 10-Q filed on November 14, 2022 and incorporated herein by reference.

 10.21

 *

 Form
 of Incentive Stock Option Award Agreement under the 2022 Equity Incentive Plan

 Filed
 as Exhibit 10.3 to Form 10-Q filed on November 14, 2022 and incorporated herein by reference.

 10.22

 *

 Form
 of Non-Qualified Stock Option Award Agreement under the 2022 Equity Incentive Plan

 Filed
 as Exhibit 10.4 to Form 10-Q filed on November 14, 2022 and incorporated herein by reference.

 10.23

 *

 Offer
 Letter, dated September 16, 2022, by and between Pineapple Energy Inc. and Eric Ingvaldson.

 Filed
 as Exhibit 10.1 to Form 8-K filed on September 22, 2022 and incorporated herein by reference.

 10.24

 *

 Restricted
 Stock Unit Award Agreement (Inducement Grant) between Eric Ingvaldson and Pineapple Energy Inc., dated as of October 11, 2022.

 Filed
 as Exhibit 10.1 to Registration Statement on Form S-8 filed on October 11, 2022 and incorporated herein by reference.

 10.25

 *

 Restricted
 Stock Unit Award Agreement (Inducement Grant) between Scott Maskin and Pineapple Energy Inc., dated as of November 15, 2022.

 Filed
 as Exhibit 10.1 to Registration Statement on Form S-8 filed on November 15, 2022 and incorporated herein by reference.

 10.26

 *

 Restricted
 Stock Unit Award Agreement (Inducement Grant) between James Brennan and Pineapple Energy Inc., dated as of November 15, 2022.

 Filed
 as Exhibit 10.2 to Registration Statement on Form S-8 filed on November 15, 2022 and incorporated herein by reference.

 10.27

 Form
 of Consent, Waiver and Amendment among Pineapple Energy Inc. and each of its Series A Preferred Stock and warrant holders.

 Filed
 as Exhibit 10.1 to Form 8-K filed on November 10, 2022 and incorporated herein by reference.

 10.28

 *

 Agreement, dated November 9, 2022, between Pineapple Energy Inc. and Scott Maskin.

 Filed
 as Exhibit 10.2 to Form 8-K filed on November 10, 2022 and incorporated herein by reference.

 10.29

 Subscription
 and Investment Representation Agreement between Pineapple Energy Inc. and James Brennan dated November 9, 2022.

 Filed
 as Exhibit 10.3 to Form 8-K filed on November 10, 2022 and incorporated herein by reference.

 10.30

 *

 Agreement, dated as of December 5, 2022, between Pineapple Energy Inc. and Kyle Udseth

 Filed
 as Exhibit 10.3 to Form 8-K filed on December 9, 2022 and incorporated herein by reference.

 10.31

 *

 Change
 in Control Agreement, dated as of December 5, 2022, between Pineapple Energy Inc. and Kyle Udseth

 Filed
 as Exhibit 10.4 to Form 8-K filed on December 9, 2022 and incorporated herein by reference.

 10.32

 *

 Agreement, dated as of December 5, 2022, between Pineapple Energy Inc. and Eric Ingvaldson

 Filed
 as Exhibit 10.5 to Form 8-K filed on December 9, 2022 and incorporated herein by reference.

 10.33

 *

 Change
 in Control Agreement, dated as of December 5, 2022, between Pineapple Energy Inc. and Eric Ingvaldson

 Filed
 as Exhibit 10.6 to Form 8-K filed on December 9, 2022 and incorporated herein by reference.

 10.34

 Contingent
 Value Rights Agreement dated March 25, 2022 by and among the Company, Equiniti Trust Company, as Rights Agent, and Richard
 A. Primuth in his capacity as the initial CVR Holders' Representative.

 Filed
 as Exhibit 10.1 to Form 8-K filed on March 29, 2022 and incorporated herein by reference.

 10.35

 Holdings, Inc. Warrant to Purchase Common Stock, Date of Issuance March 28, 2022.

 Filed
 as Exhibit 10.6 to Form 8-K filed on March 29, 2022 and incorporated herein by reference.

 10.36

 *

 Energy Inc. 2022 Equity Incentive Plan, as amended through December 7, 2022.

 Filed
 as Exhibit 10.2 to Form 8-K filed on December 9, 2022 and incorporated herein by reference.

 10.37

 Purchase
 Agreement, dated November 18, 2021, between Communications Systems, Inc. and Buhl Investors LLC, a Minnesota limited liability
 company, or its affiliated assignee with respect to property at 10900 Red Circle Drive, Minnetonka, Minnesota.

 Filed
 as Exhibit 10.1 to the Form 8-K filed on November 23, 2021 and incorporated herein by reference.

 10.38

 First
 Amendment to Purchase Amendment dated February 15, 2022, to Purchase Agreement dated November 18, 2021, between the Company
 and Buhl Investors LLC, a Minnesota limited liability company, or its affiliated assignee with respect to property at 10900
 Red Circle Drive, Minnetonka, Minnesota.

 Filed
 as Exhibit 10.1 to the Form 8-K filed on February 16, 2022 and incorporated herein by reference.

 10.39

 Second
 Amendment to Purchase Amendment dated April 11, 2022 to Purchase Agreement dated November 18, 2021, as amended, between the
 Company and Buhl Investors LLC, with respect to property at 10900 Red Circle Drive, Minnetonka, Minnesota.

 Filed
 as Exhibit 10.1 to Form 8-K filed on April 13, 2022 and incorporated herein by reference.

 10.40

 Third
 Amendment to Purchase Amendment dated April 26, 2022 to Purchase Agreement dated November 18, 2021, as amended, between the
 Company and Buhl Investors LLC, with respect to property at 10900 Red Circle Drive, Minnetonka, Minnesota.

 Filed
 as Exhibit 10.1 to Form 8-K filed on April 28, 2022 and incorporated herein by reference.

 10.41

 Fourth
 Amendment to Purchase Amendment, dated May 26, 2022, to Purchase Agreement, dated November 18, 2021, as amended, between the
 Company and Buhl Investors LLC, with respect to property at 10900 Red Circle Drive, Minnetonka, Minnesota.

 Filed
 as Exhibit 10.5 to Form 8-K filed on June 15, 2022 and incorporated herein by reference.

 10.42

 Form
 of Stock Transfer Agreement dated as of January 24, 2022.

 Filed
 as Exhibit 10.3 to Registration Statement on Form S-3 filed on February 22, 2022 and incorporated herein by reference.

 10.43

 Memorandum
 Agreement Related to Sale of 10900 Red Circle Property dated June 10, 2022 between the Company and Richard Primuth.

 Filed
 as Exhibit 10.4 to the Quarterly Report on Form 10-Q filed on August 22, 2022 and incorporated herein by reference.

 10.44

 Revenue
 Loan and Security Agreement dated as of June 1, 2023 by and among Pineapple Energy Inc., the Guarantors party thereto, and
 Decathlon Specialty Finance, LLC

 Filed
 as Exhibit 10.1 to Form 8-K filed on June 6, 2023 and incorporated herein by reference.

 10.45

 Consent
 and Amendment No. 2 to Loan and Security Agreement dated as of May 31, 2023 by and between Pineapple Energy LLC as Borrower
 and Hercules Capital, Inc. as Lender and Agent

 Filed
 as Exhibit 10.2 to Form 8-K filed on June 6, 2023 and incorporated herein by reference.

 10.46

 First
 Amendment to Contingent Value Rights Agreement, dated March 27, 2024, by and among the Company, Equiniti Trust Company, as
 Rights Agent, and Richard A. Primuth in his capacity as the initial CVR Holders' Representative.

 Filed
 as Exhibit 10.46 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 Subsidiaries
 of the Registrant

 Filed
 as Exhibit 21 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 23.1

 Consent

 Filed
 as Exhibit 23.1 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 23.2

 Consent

 Filed
 as Exhibit 23.2 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 Power
 of Attorney

 Included
 on the signature page.

 31.1

 Certification
 of Chief Executive Officer

 Filed
 as Exhibit 31.1 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 31.2

 Certification
 of Chief Financial Officer

 Filed
 as Exhibit 31.2 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 31.3

 Certification of Chief Executive Officer

 Filed
 herewith.

 31.4

 Certification of Chief Financial Officer

 Filed
 herewith.

 Certification
 under USC § 1350

 Filed
 as Exhibit 32 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

 Energy Inc. Compensation Recovery Policy

 Filed
 as Exhibit 97 to the Form 10-K filed on April 1, 2024 and incorporated herein by reference.

.INS

.SCH

 101.CAL

.DEF

 LAB

.PRE

 Cover

 #
Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601. Pineapple
agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.

 *Indicates
management contract or compensatory plan or arrangement.

 SIGNATURES

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.

 Pineapple Energy Inc.

 By

 /s/
 Kyle Udseth

 Kyle Udseth

 Date: April 29, 2024

 Chief Executive Officer