Common Stock, $0.00125 par value
- Symbol
- WOLF
- Exchange
- NYSE
- Classification
- COMMON
- Status
- Current
Current Report · Items 3.02, 5.02, 8.01, 9.01 · 8-K
Wolfspeed, Inc.
WOLFNYSEEQUITYCurrent
Unregistered Sales of Equity Securities · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Other Events
Item 3.02. 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.…
Company context
Wolfspeed (NYSE: WOLF) leads the market in the worldwide adoption of silicon carbide technologies that power some of the world’s most disruptive innovations. As pioneers of silicon carbide, and creators of an advanced semiconductor technology, we are committed to powering a better world for everyone. Through silicon carbide material, Power Modules, Discrete Power Devices and Power Die Products targeted for various applications, we will bring you The Power to Make It RealTM. Learn more at www.wolfspeed.com.
Current securities
Historical securities (1)
Registered securities in this filing
WOLFSPEED, INC. · 8-K · Filed 2026-01-30
Disclosure sections
Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02. 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 issuance of the shares of Common Stock to Renesas and the holders of common stock of Wolfspeed immediately prior to the Plan Effective Date is and will be exempt, as the case may be, from registration under the Securities Act of 1933, as amended, pursuant to Section 1145 of the Bankruptcy Code (which generally exempts from such registration requirements the issuance of securities under a plan of reorganization).
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. 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 participate in the 2025 Management Incentive Compensation Plan and is expected to enter into Wolfspeed’s standard indemnification agreement for directors and officers.
Mr. Bolisay does not have any family relationship with any director or executive officer of Wolfspeed. There is no relationship between Mr. Bolisay and Wolfspeed that would require disclosure pursuant to Item 404(a) of Regulation S-K.
Item 8.01Item 8.01 - Other Events
Item 8.01. 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 exercisable and the 2.5% Convertible Second-Lien Senior Secured Notes due 2031 issued to Renesas on the Plan Effective Date became convertible.
Filed exhibits (1)
Exhibit 99.1 Wolfspeed Announces CFIUS Clearance and Completion of Equity Issuance to Renesas as Part of Court-Approved Restructuring Final 2.0% Equity Recovery Shares to be Released to Pre-Petition Shareholders Following Regulatory Clearance Renesas Executive to Join Wolfspeed Board of Directors as Part of Restructuring Agreement DURHAM, N.C., January 30, 2026 - Wolfspeed, Inc., a global leader in silicon carbide technology and production (the “Company” or “Wolfspeed”), today announced that the Committee on Foreign Investment in the United States (“CFIUS”) has formally cleared the Company’s issuance of equity to Renesas Electronics America Inc. (“Renesas”), completing a key component of Wolfspeed’s previously announced restructuring agreement with its lender group in support of its Chapter 11 process. “CFIUS clearance represents the final milestone in the execution of our prepackaged restructuring,” said Wolfspeed CEO, Robert Feurle. “With this phase behind us, Wolfspeed is fully focused on broadening and diversifying our customer base, expanding our leadership in SiC power devices, and scaling with discipline across our global manufacturing footprint. We believe these actio…
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