Pineapple Financial Inc.

DEF 14A 1 formdef14a.htm DEF 14A

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

Check the appropriate box:

PINEAPPLE FINANCIAL INC.

(Name of Registrant as Specified In Its Charter)

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

**NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ONMarch 13, 2026

To the stockholders of PINEAPPLE FINANCIAL INC.,

You are cordially invited to attend the 2026 Annual Meeting (the “Meeting”) of Stockholders of PINEAPPLE FINANCIAL INC. (the “Company”) to be held at Unit 200, 111 Gordon Baker Road, Toronto, Ontario, M2H 3R1 on March 13, 2026 at 9:30 a.m. Eastern Time. At the Meeting you will be asked to vote on the following matters:

You will also receive and consider the audited consolidated financial statements of the Company for the year ended August 31, 2025, together with the auditors’ report thereon. We also will transact such other business as may properly come before the Meeting or any adjournments thereof.

This Notice is accompanied by a proxy statement, a proxy card, the annual report of the Company on Form 10-K for the fiscal year ended August 31, 2025, which includes the audited consolidated financial statements for the fiscal year ended August 31, 2025 and the related management’s discussion and analysis, and an envelope to return the proxy card.

The Board of Directors recommends that you vote at the Meeting “FOR” the election of each nominee as director and “FOR” each of the other proposals set forth in this Notice. These items of business are more fully described in the proxy statement that is attached to this Notice. The Board of Directors has fixed the close of business on February 6, 2026 as the “Record Date” for determining the stockholders that are entitled to notice of and to vote at the Meeting and any adjournments thereof. A list of stockholders entitled to vote at the Meeting will be available for examination by any stockholder, for any purpose related to the Meeting, by appointment, for a period of ten days before the Meeting in person at our corporate offices in Ontario, Canada, for any purpose germane to the Meeting.

It is important that your shares are represented and voted at the Meeting.You can vote your shares by completing, signing, and returning your completed proxy card or vote by mail, internet or by fax by following the instructions included in the proxy statement. You can revoke a proxy at any time prior to its exercise at the Meeting by following the instructions in the proxy statement.

You are urged to review carefully the information contained in the enclosed proxy statement prior to deciding how to vote your shares.

IF YOU RETURN YOUR PROXY CARD WITHOUT AN INDICATION OF HOW YOU WISH TO VOTE, YOUR SHARES WILL BE VOTED “FOR” THE PROPOSAL LISTED ABOVE.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS

FOR THE ANNUAL MEETING OF STOCK HOLDERS

The Proxy Statement and the 2025 Annual Report on Form 10-K are available at

www.gopineapple.com

TABLE OF CONTENTS

Stockholders Should Read the Entire Proxy Statement Carefully Prior to Returning Their Proxies

PROXY STATEMENT

FOR

ANNUAL MEETING OF STOCKHOLDERS