Shoals Technologies Group Inc
For the period ended Dec 31, 2023. Filed Feb 28, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 28, 2024
SHLS$8.13-6.8%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibit and Financial Statement Schedules
(a)(1) Financial Statements.
The financial statements and supplementary data required by this item are included after the Signature page of this Annual Report on Form 10-K beginning on page F-1.
(a)(2) Financial Statement Schedules.
All schedules have been omitted because they are not required or because the required information is given in the Financial Statements or Notes thereto.
(a)(3) Exhibits.
The exhibits listed in the Exhibit Index below are filed or incorporated by reference as part of this Annual Report.
| EXHIBIT INDEX | ||||
|---|---|---|---|---|
| Incorporated by Reference | ||||
| Number | Description of Document | Form | Filing Date | Exhibit No. |
| 3.1 | Amended and Restated Certificate of Incorporation of Shoals Technologies Group, Inc., dated January 28, 2021 | 8-K | 1/29/2021 | 3.1 |
| 3.2 | Amended and Restated Bylaws of Shoals Technologies Group, Inc., dated January 28, 2021 | 8-K | 1/29/2021 | 3.2 |
| 4.1 | Description of Registered Securities | 10-K | 3/11/2022 | 4.1 |
| 10.1† | Employment Agreement, effective as of October 3, 2022, by and between Dominic Bardos and Shoals Technologies Group, LLC | 10-Q | 11/14/2022 | 10.1 |
| 10.2 | Tax Receivable Agreement, dated as of January 29, 2021 by and among Shoals Technologies Group, Inc., Shoals Parent LLC and the other parties | 8-K | 1/29/2021 | 10.1 |
| 10.3 | Tax Receivable Agreement Amendment, dated as of November 29, 2022, by and among Shoals Technologies Group, Inc. and the other parties thereto | 8-K | 11/30/2022 | 10.1 |
| 10.4 | Third Amended and Restated Limited Liability Company Agreement, dated as of January 29, 2021, by and among Shoals Parent LLC, Dean Solon and Shoals Management | 8-K | 1/29/2021 | 10.3 |
| 10.5 | Amendment No. 1 to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC, dated December 6, 2022 | 8-K | 12/6/2022 | 10.1 |
| 10.6 | Registration Rights Agreement, dated January 29, 2021 by and among Shoals Technologies Group, Inc. and certain holders identified therein | 8-K | 1/29/2021 | 4.1 |
| 10.7† | Shoals Technologies Group, Inc. 2021 Long-Term Incentive Plan | S-8 | 1/29/2021 | 10.1 |
| 10.8† | Form of RSU Grant Notice and Award Agreement (Employees) | S-8 | 1/29/2021 | 10.2 |
| 10.9† | Form of RSU Grant Notice and Award Agreement (Directors) | S-8 | 1/29/2021 | 10.3 |
| 10.10† | Form of RSU Grant Notice and Award Agreement | 10-Q | 5/8/2023 | 10.3 |
| 10.11† | Form of PSU Grant Notice and Award Agreement | 10-Q | 5/8/2023 | 10.4 |
| 10.12†* | Form of RSU Grant Notice and Award Agreement (Tier A) | |||
| 10.13†* | Form of PSU Grant Notice and Award Agreement (Tier A) | |||
| 10.14† | Form of Director and Officer Indemnification Agreement | S-1/A | 1/25/2021 | 10.5 |
| 10.15 | Stockholders’ Agreement, dated as of January 29, 2021 by and among Shoals Technologies Group, Inc., Oaktree Power Opportunities Fund IV (Delaware) Holdings, LP, Solon Holdco I, GP, Solon Holdco II, GP, Dean Solon and Shoals Management Holdings LLC | 8-K | 1/29/2021 | 10.2 |
| EXHIBIT INDEX | ||||
|---|---|---|---|---|
| Incorporated by Reference | ||||
| Number | Description of Document | Form | Filing Date | Exhibit No. |
| 10.16† | Employment Agreement, effective as of December 18, 2020, by and between Jason Whitaker and Shoals Technologies Group, LLC | S-1/A | 1/25/2021 | 10.9 |
| 10.17† | Employment Agreement, effective as of December 31, 2020, by and between Mehgan Peetz and Shoals Technologies Group, LLC | S-1/A | 1/25/2021 | 10.11 |
| 10.18† | Separation Agreement, dated February 24, 2023, by and between Jason Whitaker and Shoals Technologies Group, Inc. | 8-K | 2/27/2023 | 10.1 |
| 10.19† | Shoals Technologies Group, Inc. Executive Severance Plan | 8-K | 2/27/2023 | 10.2 |
| 10.20† | Offer Letter, dated as of June 11, 2023, by and between Brandon Moss and Shoals Technologies Group, Inc. | 8-K | 6/14/2023 | 10.1 |
| 10.21 | Amendment No. 2, dated as of December 30, 2020, to the Credit Agreement, dated as of November 25, 2020, by and among Shoals Holdings LLC, Shoals Intermediate Holdings LLC, Wilmington Trust, National Association, as administrative agent and collateral agent, the lenders party thereto from time to time, and JPMorgan Chase Bank, N.A. and Guggenheim Securities, LLC, as lead arrangers and bookrunners | S-1/A | 1/25/2021 | 10.1 |
| 10.22 | Amendment No. 3 to Credit Agreement, dated as of November 10, 2022, between Shoals Holdings LLC, Shoals Intermediate Holdings LLC, Wilmington Trust, National Association, as Term Loan Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A. | 10-Q | 11/10/2021 | 10.1 |
| 10.23 | Amendment No. 5 to Credit Agreement, dated as of May 2, 2022, between Shoals Holdings LLC, Shoals Intermediate Holdings LLC, Wilmington Trust, National Association, as Term Loan Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A., as Revolving Facility Administrative Agent and each L/C Issuer and lender | 8-K | 5/5/2022 | 10.1 |
| 10.24*† | Offer Letter, dated December 12, 2022, by and between Jeffery Tolnar and Shoals Technologies Group, Inc. | |||
| 21.1* | Subsidiaries of the Registrant | |||
| 23.1* | Consent of BDO USA, P.C., as to Shoals Technologies Group, Inc. | |||
| 31.1* | Certification of the Chief Executive Officer, as required by Section 302 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350) | |||
| 31.2* | Certification of the Chief Financial Officer, as required by Section 302 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350) | |||
| 32.1** | Certification of the Chief Executive Officer and Chief Financial Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002 | |||
| EXHIBIT INDEX | ||||
|---|---|---|---|---|
| Incorporated by Reference | ||||
| Number | Description of Document | Form | Filing Date | Exhibit No. |
| 97.1* | Shoals Technologies Group, Inc. Clawback and Recoupment Policy | |||
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | |||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | |||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | |||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | |||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||
| 104 | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | |||
- Filed herewith
** Furnished herewith
† Indicates a management contract or compensatory plan.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.