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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference into any filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
In addition, as previously disclosed in the Company’s Current Report on Form 8-K filed on March 19, 2026, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain investors in connection with a private placement offering (such private placement, together with the Notes Placement, the “Private Placements”) of shares of Common Stock and pre-funded warrants to purchase Common Stock. On March 26, 2026, pursuant to the terms of the Securities Purc…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required by
Entry into a Material Definitive Agreement. Indenture and Notes On March 26, 2026, Wolfspeed, Inc. (the “Company”) issued $379,000,000 aggregate principal amount of its 3.5% Convertible 1.5 Lien Senior Secured Notes due 2031 (the “Notes”) in a private placement (the “Notes Placement”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of March 26, 2026, among the Company, Wolfspeed Texas LLC (“Wolfspeed Texas”), as subsidiary guarantor (in such c…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required by
The offer and sale of the Securities and the shares of Common Stock underlying the Pre-Funded Warrants and the Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”). The Company expects to issue the Securities in reliance on exemptions from registration provided for under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder. Any shares of Common Stock that may be issued upon conversion of the Notes will be is…
Other Events On March 19, 2026, the Company issued a press release announcing the Private Placements. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Company expects to use the gross proceeds from the Private Placements to redeem approximately $475.9 million of the Company’s outstanding Senior Secured Notes due 2030. Neither this Current Report on Form 8-K nor the press release constitutes an offer to sell…
Entry into a Material Definitive Agreement. Equity Securities Offering Equity Purchase Agreement On March 19, 2026, Wolfspeed, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Equity Purchase Agreement”) with certain investors (the “Equity Securities Investors”). The Purchase Agreement provides for the sale and issuance by the Company of an aggregate of: (i) 3,250,030 shares (the “Shares”) of the Company’s common stock, par value $0.00125 per share (the “Common Stock”)…
and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference into any filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Unregistered Sales of Equity Securities. Pursuant to the Plan, on January 29, 2026, because all Regulatory Approvals, including CFIUS clearance, were received prior to the Regulatory Trigger Deadline, Wolfspeed issued 16,852,372 shares of common stock, par value $0.00125 per share (“Common Stock”), of Wolfspeed to Renesas. Additionally, holders of common stock of Wolfspeed immediately prior to the Plan Effective Date will receive their pro rata portion of 871,287 shares of Common Stock. The i…
Other Events On January 30, 2026, Wolfspeed issued a press release announcing that CFIUS formally cleared Wolfspeed’s issuance of equity to Renesas in connection with the Court-approved prepackaged restructuring. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In addition, upon receipt of CFIUS clearance, the warrant to purchase an aggregate of 4,943,555 shares of Common Stock issued to Renesas on the Plan Effective Date became exercisa…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Pursuant to the Investor Rights and Disposition Agreement, dated September 29, 2025, between Wolfspeed and Renesas, and the Plan, on January 30, 2026, Wolfspeed appointed Aris Bolisay, as Renesas’s designee, to the board of directors of Wolfspeed upon receipt of all Regulatory Approvals, effective February 2, 2026. Mr. Bolisay is eligible to partic…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Employment Agreement with CFO On January 14, 2026, Wolfspeed, Inc. (the “Company”) and Gregor van Issum, the Company’s Chief Financial Officer and Executive Vice President, entered into an employment agreement (the “New Agreement”), replacing the employment agreement, dated July 6, 2025, between Wolfspeed Europe GmbH, a subsidiary of the Company (“W…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Amendment to Employment Agreement with CEO On December 12, 2025, Wolfspeed, Inc. (the “Company”) and Robert Feurle, the Company’s Chief Executive Officer and a member of the Board of Directors, entered into a First Amendment (the “Feurle Amendment”) to Mr. Feurle’s Employment Agreement effective as of May 1, 2025 (the “Feurle Employment Agreement”)…
and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference into any filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Other Events. As previously disclosed, in connection with the Plan, Wolfspeed plans to effect a conversion of Wolfspeed from a North Carolina corporation to a Delaware corporation (the “Corporate Conversion”). Wolfspeed expects that the Corporate Conversion will become effective on or about September 29, 2025. Cautionary Note Regarding the Chapter 11 Cases Wolfspeed cautions that trading in Wolfspeed’s securities during the pendency of the Chapter 11 Cases is highly speculative and poses subs…
on a Current Report on Form 8-K filed by Wolfspeed on June 23, 2025, which description is incorporated herein by reference. This summary describes only certain material provisions of the Plan, does not purport to be complete and is qualified in its entirety by reference to the Plan. As of the date of the Confirmation Order, there were 156,479,390 outstanding shares of Wolfspeed’s common stock, $0.00125 par value per share (the “Common Stock”). Under the Plan, on the Plan Effective Date, all o…
Regulation FD Disclosure Press Release On September 8, 2025, Wolfspeed issued a press release announcing entry of the Confirmation Order. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information included in this Current Report under Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or…
Bankruptcy or Receivership As previously disclosed, on June 30, 2025 (the “Petition Date”), Wolfspeed, Inc. (“Wolfspeed”) and its wholly owned subsidiary, Wolfspeed Texas LLC (together with Wolfspeed, the “Company”), filed voluntary petitions commencing cases (the “Chapter 11 Cases”) under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Court”) to implement a pr…
and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference into any filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement The filing of the Chapter 11 Cases described in
by reference. This Current Report on Form 8-K (this “Current Report”) is not a solicitation of votes to accept or reject the Plan or an offer to sell securities of the Company. Any solicitation of votes or offer to sell or solicitation of an offer to buy any securities of the Company will be made only pursuant to and in accordance with the Disclosure Statement (as may be amended) and any applicable order of the Court. Cautionary Note Regarding the Chapter 11 Cases Wolfspeed cautions that trad…
above constitutes an event of default under the Company’s following debt instruments (the “Debt Instruments”): • the Indenture, dated as of April 21, 2020, by and among Wolfspeed (f/k/a Cree, Inc.) and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), which governs Wolfspeed’s 1.75% Convertible Senior Notes due 2026 (the “2026 Notes”); • the Indenture, dated as of February 3, 2022, by and among Wolfspeed and U.S. Bank Trust Company, National Assoc…
Entry into a Material Definitive Agreement. Restructuring Support Agreement On June 22, 2025, the Company entered into a Restructuring Support Agreement (together with all exhibits and schedules thereto, the “Restructuring Support Agreement”) with: • certain holders, or investment advisors, sub-advisors or managers for the accounts of beneficial holders or beneficial holders, which such accounts or beneficial holders such investment advisors, sub-advisors, or managers have authority to bind o…
and Exhibit 99.2 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings. The information set forth in this Current Report and the exhibi…
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