Shoals Technologies Group, Inc.

For the period ended May 1, 2025. Filed Mar 20, 2025.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 1, 2025 · Filed Mar 20, 2025

SHLS$10.08+12.1%Stored close · as of Nov 6, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒	Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement

☐	Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☒	Definitive Proxy Statement

☐	Definitive Additional Materials

☐	Soliciting Material Pursuant to §240.14a-12

SHOALS TECHNOLOGIES GROUP, INC.

(Name of Registrant as Specified in Its charter)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒	No fee required

☐	Fee paid previously with preliminary materials

☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Dear Fellow Shareholders,

We are pleased to invite you to attend the Annual Meeting of Shareholders of Shoals Technologies Group, Inc. (“Shoals” or the “Company”) to be held on Thursday, May 1, 2025, at 10:00 a.m. Eastern Time (the “Annual Meeting”). This year’s Annual Meeting will be conducted virtually, via live audio webcast. You will be able to attend the meeting online by visitingwww.virtualshareholdermeeting.com/SHLS2025. You will be able to submit questions and vote your shares electronically during the meeting by logging in using the 16-digit control number included on your notice of internet availability of proxy materials, proxy card or the voting instruction form received from your bank or broker. Once you have logged in to the virtual meeting, you will be able to submit questions and vote your shares electronically during the Annual Meeting.

The accompanying proxy statement provides information about the matters we will ask you to consider at the Annual Meeting, which are:

1.	to elect three director nominees identified in the accompanying proxy statement to serve as Class I directors until the 2026 Annual Meeting and until their successors are duly elected and qualified;

2.	to approve, by an advisory vote, the compensation of the Company’s Named Executive Officers (i.e., “say-on-pay” proposal);

3.	to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025; and

4.	to transact other business as may properly come before the meeting or any adjournment or postponement of the meeting.

Your vote is important. Whether or not you plan to attend the virtual Annual Meeting, we urge you to vote.

You may vote by proxy over the Internet, by telephone, or by mail by following the instructions on the notice of internet availability of proxy materials, proxy card or voting instruction form received from your bank or broker. Voting by proxy will ensure your representation at the Annual Meeting regardless of whether you attend.

Sincerely,

BRAD FORTH

Chairman of the Board of Directors

NOTICE OF 2025 ANNUAL MEETING OF SHAREHOLDERS

The 2025 annual meeting of shareholders of Shoals Technologies Group, Inc. (the “Company”) will be held via the internet atwww.virtualshareholdermeeting.com/SHLS2025 on Thursday, May 1, 2025, at 10:00 a.m. Eastern Time for the following purposes:

1.	to elect three director nominees identified in the accompanying proxy statement to serve as Class I directors until the 2026 Annual Meeting and until their successors are duly elected and qualified;

2.	to approve, by an advisory vote, the compensation of the Company’s Named Executive Officers (i.e., “say-on-pay” proposal);

3.	to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025; and

4.	to transact other business as may properly come before the meeting or any adjournment or postponement of the meeting.

Our Board of Directors has set the record date as March 10, 2025. Only shareholders that owned shares of the Company’s Class A common stock at the close of business on that day are entitled to notice of and may vote at this meeting or any adjournment or postponement thereof. A list of shareholders entitled to vote at the meeting will be available for examination by any shareholder for any purpose relevant to the meeting during ordinary business hours for at least ten days prior to May 1, 2025, at 1400 Shoals Way, Portland, Tennessee 37148.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 1, 2025

The notice of annual meeting, the proxy statement and our 2024 annual report are available on our website athttps://investors.shoals.com. Additionally, in accordance with the SEC rules, you may access our proxy materials atwww.proxyvote.com.

The notice of internet availability of proxy materials is first being delivered to the Company’s shareholders of record on or about March 20, 2025.

By Order of the Board of Directors,

Chris Johnson

Assistant General Counsel | Assistant Corporate Secretary

The content of our website is not incorporated by reference into this proxy statement or in any other report or document we file with the Securities and Exchange Commission (the “SEC”), and any references to our website are intended to be inactive textual references only.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.