SUNation Energy, Inc. Annual report [Section 13 and 15(d), not S-K Item 405]

Pay vs Performance Disclosure, Table

PAY VERSUS PERFORMANCE

The following table sets forth additional compensation information of our Chief Executive Officer (referred to as our “PEO” in this section) and of the average of our other NEOs (the “Non-PEO NEOs”) along with total shareholder return and net loss for 2024, 2023 and 2022:

Year	Summary Compensation Table Total for 2024 PEO⁽¹⁾($)		Compensation Actually Paid to 2024 PEO⁽²⁾ ($)		Summary Compensation Table Total for Former PEO⁽¹⁾		Compensation Actually Paid to Former PEO⁽²⁾		Summary Compensation Table Total for Former PEO ⁽¹⁾		Compensation Actually Paid to Former PEO⁽²⁾		Average Summary Compensation Table Total for Non-PEO NEOs ⁽¹⁾ ($)		Average Compensation Actually Paid to Non-PEO NEOs ⁽²⁾ ($)		Value of Initial Fixed $100 Investment Based on: Total Shareholder Return ⁽³⁾ ($)		Net Income (Loss) ($)
2024		274,864		247,511		168,891		24,495		—		—		178,963		133,557		0.0		(15,849,805	)
2023		—		—		569,114		113,661		—		—		396,715		236,000		6.1		(8,132,167	)
2022		—		—		837,238		912,428		189,118		194,131		680,236		528,915		24.3		(10,352,240	)

(1)

For 2024, the PEO was Kyle Udseth until May 17, 2024, and Scott Maskin beginning May 17, 2024, and the Non-PEO NEOs were Eric Ingvaldson until August 28, 2024, Andy Childs beginning August 28, 2024, James Brennan, and Kristin Hlavka. For 2023, the PEO was Kyle Udseth, and the Non-PEO NEOs were Eric Ingvaldson and Kristin Hlavka. For 2022, the PEO was Roger H.D. Lacey until March 28, 2022, and Kyle Udseth, beginning March 28, 2022, and the Non-PEO NEOs were Eric Ingvaldson and Kristin Hlavka.

(2)	A reconciliation of Total Compensation from the Summary Compensation Table (“SCT”) to Compensation Actually Paid to our PEOs and our Non-PEO NEOs (as an average) is shown below:

(3)	Total shareholder return (“TSR”) as calculated is based on a fixed investment of $100 measured from the market close on December 31, 2021 through and including the end of the fiscal year for each year reported in the table.

Named Executive Officers, Footnote

Adjustment To PEO Compensation, Footnote

Adjustments	2024 PEO ($)			Former PEO (Udseth) ($)			Average of Non-PEO NEOs ($)
Total 2024 Compensation from SCT		274,864			168,891			178,963
Subtraction: Stock Awards and Option Awards reported in SCT		—			—			—
Addition: Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end		—			—			—
Addition (Subtraction): Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end		(13,686	)		—			(11,589	)
Addition: Vesting date fair value of awards granted and vesting during the covered year		—			—			—
Addition (Subtraction): Change as of the vesting date (from the end of the prior fiscal year) in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year*		(13,667	)		(57,350	)		(11,315	)
(Subtraction): Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year		—			(87,046	)		(22,502	)
Addition: Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year		—			—			—
Compensation Actually Paid for 2024 (as calculated)		247,511			24,495			133,557

Adjustments	Former PEO (Udseth) ($)			Average of Non-PEO NEOs ($)
Total 2023 Compensation from SCT		569,114			396,715
Subtraction: Stock Awards and Option Awards reported in SCT		151,072			109,527
Addition: Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end		63,214			45,830
Addition (Subtraction): Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end		(264,304	)		(69,747	)
Addition: Vesting date fair value of awards granted and vesting during the covered year		—			—
Addition (Subtraction): Change as of the vesting date (from the end of the prior fiscal year) in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year		(103,291	)		(27,272	)
(Subtraction): Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year		—			—
Addition: Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year		—			—
Compensation Actually Paid for 2023 (as calculated)		113,661			235,999

Adjustments	Former PEO (Udseth) ($)		Former PEO (Lacey) ($)		Average of Non-PEO NEOs ($)
Total 2022 Compensation from SCT		837,238		189,118		408,171
Subtraction: Stock Awards and Option Awards reported in SCT and value of “Acceleration of Stock Options and Restricted Stock Units” as reported in SCT under All Other Compensation*		455,696		30,380		243,670
Addition: Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end		530,886		35,393		140,095
Addition (Subtraction): Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end		—		—		—
Addition: Vesting date fair value of awards granted and vesting during the covered year		—		—		—
Addition (Subtraction): Change as of the vesting date (from the end of the prior fiscal year) in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year		—		—		—
(Subtraction): Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year		—		—		—
Addition: Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year		—		—		—
Compensation Actually Paid for 2022 (as calculated)		912,428		194,131		304,596

Compensation Actually Paid vs. Net Income

Compensation Actually Paid vs Net Income (Loss)

Total Shareholder Return Vs Peer Group

Compensation Actually Paid vs TSR

Total Shareholder Return Amount

^[1]

$ 0

$ 6.1

$ 24.3

Net Income (Loss)

$ (15,849,805)

$ (8,132,167)

$ (10,352,240)

PEO Name

Scott Maskin

Kyle Udseth

Roger H.D. Lacey

Scott Maskin [Member]

PEO Total Compensation Amount

^[2]

$ 274,864

PEO Actually Paid Compensation Amount

^[3]

247,511

Scott Maskin [Member] | Stock Awards and Option Awards reported in SCT [Member]

Scott Maskin [Member] | Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end [Member]

Scott Maskin [Member] | Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end [Member]

Scott Maskin [Member] | Vesting date fair value of awards granted and vesting during the covered year [Member]

(13,686)

Scott Maskin [Member] | Change as of the vesting date in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year [Member]

Scott Maskin [Member] | Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year [Member]

(13,667)

Scott Maskin [Member] | Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year [Member]

Kyle Udseth [Member]

PEO Total Compensation Amount

^[2]

168,891

$ 569,114

$ 837,238

PEO Actually Paid Compensation Amount

^[3]

24,495

113,661

912,428

Kyle Udseth [Member] | Stock Awards and Option Awards reported in SCT [Member]

Kyle Udseth [Member] | Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end [Member]

151,072

Kyle Udseth [Member] | Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end [Member]

63,214

530,886

Kyle Udseth [Member] | Vesting date fair value of awards granted and vesting during the covered year [Member]

(264,304)

Kyle Udseth [Member] | Change as of the vesting date in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year [Member]

Kyle Udseth [Member] | Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year [Member]

(57,350)

(103,291)

Kyle Udseth [Member] | Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year [Member]

(87,046)

Kyle Udseth [Member] | Stock Awards and Option Awards reported in SCT and value of “Acceleration of Stock Options and Restricted Stock Units” as reported in SCT under All Other Compensation [Member]

455,696

Non-PEO NEO

Non-PEO NEO Average Compensation Actually Paid Amount

^[2]

178,963

396,715

680,236

^[3]

133,557

236,000

528,915

Roger H.D. Lacey [Member]

PEO Total Compensation Amount

^[2]

189,118

PEO Actually Paid Compensation Amount

^[3]

194,131

Roger H.D. Lacey [Member] | Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end [Member]

Roger H.D. Lacey [Member] | Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end [Member]

35,393

Roger H.D. Lacey [Member] | Vesting date fair value of awards granted and vesting during the covered year [Member]

Roger H.D. Lacey [Member] | Change as of the vesting date in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year [Member]

Roger H.D. Lacey [Member] | Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year [Member]

Roger H.D. Lacey [Member] | Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year [Member]

Roger H.D. Lacey [Member] | Stock Awards and Option Awards reported in SCT and value of “Acceleration of Stock Options and Restricted Stock Units” as reported in SCT under All Other Compensation [Member]

30,380

Andy Childs [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

178,963

133,557

Andy Childs [Member] | Stock Awards and Option Awards reported in SCT [Member]

Andy Childs [Member] | Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end [Member]

Andy Childs [Member] | Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end [Member]

Andy Childs [Member] | Vesting date fair value of awards granted and vesting during the covered year [Member]

(11,589)

Andy Childs [Member] | Change as of the vesting date in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year [Member]

Andy Childs [Member] | Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year [Member]

(11,315)

Andy Childs [Member] | Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year [Member]

(22,502)

Eric Ingvaldson [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

396,715

235,999

Eric Ingvaldson [Member] | Stock Awards and Option Awards reported in SCT [Member]

Eric Ingvaldson [Member] | Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end [Member]

109,527

Eric Ingvaldson [Member] | Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end [Member]

45,830

Eric Ingvaldson [Member] | Vesting date fair value of awards granted and vesting during the covered year [Member]

(69,747)

Eric Ingvaldson [Member] | Change as of the vesting date in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year [Member]

Eric Ingvaldson [Member] | Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year [Member]

(27,272)

Eric Ingvaldson [Member] | Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year [Member]

Kristin Hlavka [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

408,171

304,596

Kristin Hlavka [Member] | Fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at covered year-end [Member]

Kristin Hlavka [Member] | Year-over-year change in fair value of awards granted in any prior fiscal year that are outstanding and unvested at covered year-end [Member]

140,095

Kristin Hlavka [Member] | Vesting date fair value of awards granted and vesting during the covered year [Member]

Kristin Hlavka [Member] | Change as of the vesting date in fair value of awards granted in any prior fiscal year for which vesting conditions were satisfied during the covered year [Member]

Kristin Hlavka [Member] | Fair value at end of prior year of awards granted in any prior fiscal year that failed to meet the applicable vesting conditions during the covered year [Member]

Kristin Hlavka [Member] | Dividends or other earnings paid on stock or option awards in the covered year prior to vesting if not otherwise included in the total compensation for the covered year [Member]

Kristin Hlavka [Member] | Stock Awards and Option Awards reported in SCT and value of “Acceleration of Stock Options and Restricted Stock Units” as reported in SCT under All Other Compensation [Member]