Beneficial Ownership Report · SCHEDULE 13D/A

Spruce Power Holding Corporation

SPRUNYSEEQUITYCurrent

Beneficial Ownership Report

Filed Sep 23, 2026Accepted Sep 23, 2026, 6:00 PM EDTFiling CIK 1452857Accession 0000921895-26-002635

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Structured filing — SCHEDULE 13D/A

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Amendment · This filing reports the amendment as submitted.

Subject company

Company: SPRUCE POWER HOLDING CORP
Company CIK: 0001772720
Street: 820 GESSNER ROAD
Street (continued): SUITE 500
City: HOUSTON
State / country code: TX
Postal code: 77024

Statement details

Amendment number: 6
Security class: Common Stock, par value $0.0001 per share
Event date: 09/21/2026
Previously filed indication: false

Authorized notification person 1

Name: Warren G. Lichtenstein
Phone: 212-520-2300
Street: Steel Partners Holdings L.P.
Street (continued): 590 Madison Avenue, 32nd Floor
City: New York
State / country code: NY
Postal code: 10022

Reporting person 1

Name: STEEL PARTNERS HOLDINGS L.P.
Reporting person CIK: 0001452857
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Source of funds code: AF
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 2

Name: Steel Partners Holdings GP Inc.
Reporting person CIK: 0001537666
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: CO
Source of funds code: AF
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 3

Name: SPH Group LLC
Reporting person CIK: 0001522067
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Source of funds code: AF
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 4

Name: SPH Group Holdings LLC
Reporting person CIK: 0001522066
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Source of funds code: AF
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 5

Name: Steel Excel Inc.
Reporting person CIK: 0000709804
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: CO
Source of funds code: AF
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 6

Name: Steel Connect LLC
Reporting person CIK: 0000914712
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Source of funds code: AF
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 7

Name: SP Strategic Holdings LLC
Reporting person CIK: 0002099397
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Source of funds code: WC
Legal proceedings indication: N
Aggregate amount owned: 3,482,160.00
Percent of class: 18.1
Sole voting power: 0.00
Shared voting power: 3,482,160.00
Sole dispositive power: 0.00
Shared dispositive power: 3,482,160.00
Aggregate excludes certain shares: N

Reporting person 8

Name: HOWARD JACK L
Reporting person CIK: 0001144269
No reporting person CIK indication: N
Citizenship / organization: X1
Reporting person type: IN
Source of funds code: PF
Legal proceedings indication: N
Aggregate amount owned: 50,000.00
Percent of class: 0.3
Sole voting power: 50,000.00
Shared voting power: 0.00
Sole dispositive power: 50,000.00
Shared dispositive power: 0.00
Aggregate excludes certain shares: N

Item 1

Issuer

SPRUCE POWER HOLDING CORP

Security title

Common Stock, par value $0.0001 per share

Principal address

Item 3

Source of funds

Item 3 is hereby amended and restated to read as follows: The aggregate purchase price of the 3,482,160 Shares owned directly by SP Strategic Holdings is approximately $12,260,505, including brokerage commissions. Such Shares were acquired with SP Strategic Holdings' cash on hand. The aggregate purchase price of the 50,000 Shares owned directly by Mr. Howard is approximately $80,010, including brokerage commissions. Such Shares were acquired with Mr. Howard's personal funds.

Item 4

Purpose of transaction

On September 21, 2026, SP Strategic Holdings entered into a Stock Purchase Agreement (the "SPA") with Ja-Chin Audrey Lee pursuant to which SP Strategic Holdings agreed to purchase an aggregate of 52,780 Shares from Ms. Lee for total consideration of $107,671. The foregoing description of the SPA does not purport to be complete and is qualified in its entirety by reference to the full text of the SPA, which is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 5

Transactions

Item 5(c) is hereby amended and restated to read as follows: None of the Reporting Persons have engaged in any transactions in the Shares since the filing of Amendment No. 5 except as set forth in Exhibit 1 hereto.

Percentage of class

Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 19,252,186 Shares outstanding, which is the total number of Shares outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2026. As of the close of business on the date hereof, SP Strategic Holdings owned directly 3,482,160 Shares, constituting approximately 18.1% of the Shares outstanding. By virtue of their relationships with SP Strategic Holdings, each of Steel Holdings, SPHG, SPHG Holdings, Steel Holdings GP, Steel Excel and Steel Connect may be deemed to beneficially own the Shares owned directly by SP Strategic Holdings. As of the close of business on the date hereof, Mr. Howard owned directly 50,000 Shares, constituting less than 1% of the Shares outstanding.

Item 6

Contracts and arrangements

Reference is made to the SPA described in Item 4 above, which description is incorporated herein by reference.

Item 7

Filed exhibits

Item 7 is hereby amended to add the following exhibits: Exhibit 1 - Transactions in Securities of the Issuer Since the Filing of Amendment No. 5 Exhibit 99.1 - Stock Purchase Agreement, dated September 21, 2026, by and between SP Strategic Holdings LLC and Ja-Chin Audrey Lee

Signature 1

Reporting person: STEEL PARTNERS HOLDINGS L.P.
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary of Steel Partners Holdings GP Inc., its General Partner
Date: 09/23/2026

Signature 2

Reporting person: Steel Partners Holdings GP Inc.
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary
Date: 09/23/2026

Signature 3

Reporting person: SPH Group LLC
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary of Steel Partners Holdings GP Inc., its Managing Member
Date: 09/23/2026

Signature 4

Reporting person: SPH Group Holdings LLC
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary of Steel Partners Holdings GP Inc., its Manager
Date: 09/23/2026

Signature 5

Reporting person: Steel Excel Inc.
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary
Date: 09/23/2026

Signature 6

Reporting person: Steel Connect LLC
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary
Date: 09/23/2026

Signature 7

Reporting person: SP Strategic Holdings LLC
Signed: /s/ Maria Reda
Title: Maria Reda, Secretary
Date: 09/23/2026

Signature 8

Reporting person: HOWARD JACK L
Signed: /s/ Maria Reda
Title: Maria Reda, attorney-in-fact for Jack L. Howard
Date: 09/23/2026

Filed exhibits

EX-1 ↗ex113da604197105_09232026.htm
EX-99.1 ↗ex99113da604197105_09232026.pdf

Company context

Current securities

SPRUNYSE · EQUITY · Current

Historical securities (3)

PIC.WSNYSE · WARRANT · Historical · closed Dec 3, 2024 XLNYSE · EQUITY · Historical · closed Nov 10, 2022 XL.WSNYSE · WARRANT · Historical · closed Feb 26, 2021

Structured filing — SCHEDULE 13D/A

Subject company

Statement details

Authorized notification person 1

Reporting person 1

Reporting person 2

Reporting person 3

Reporting person 4

Reporting person 5

Reporting person 6

Reporting person 7

Reporting person 8

Item 1

Issuer

Security title

Principal address

Item 3

Source of funds

Item 4

Purpose of transaction

Item 5

Transactions

Percentage of class

Item 6

Contracts and arrangements

Item 7

Filed exhibits

Signature 1

Signature 2

Signature 3

Signature 4

Signature 5

Signature 6

Signature 7

Signature 8

Filed exhibits

Company context

Current securities

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