SunPower Inc. 8-K

What Happened
SunPower Inc. announced it entered into privately negotiated Exchange Agreements with certain holders of its convertible notes (12.0%, 10.0% and 7.0% Convertible Notes due 2029). On June 29 and June 30, 2026 the agreements were signed and the transactions closed on July 1, 2026, when the company issued 19,300,991 shares of common stock in exchange for approximately $10.7 million of cash interest otherwise payable on July 1, 2026, October 1, 2026 and January 1, 2027. The Exchange Agreements include customary registration rights, representations, warranties and covenants.

Key Details

• Exchanged cash interest: approximately $10.7 million that would have been payable on 7/1/2026, 10/1/2026 and 1/1/2027.
• Shares issued: 19,300,991 shares of SunPower common stock issued on July 1, 2026.
• Affected securities: holders of 12.0% Convertible Senior Notes due 2029, 10.0% Convertible Senior Secured Notes due 2029 and 7.0% Convertible Senior Notes due 2029.
• Disclosure: Form of Exchange Agreement is filed as Exhibit 10.1 (with certain redactions/omissions); a press release announcing the Exchange was furnished as Exhibit 99.1.

Why It Matters
The exchange reduces SunPower’s near-term cash outflows by about $10.7M that otherwise would have been paid as interest over the next three scheduled dates, improving short-term liquidity. At the same time, issuing 19.3M new shares increases the company’s share count and is potentially dilutive to existing shareholders (may affect earnings per share). Investors should note this is a negotiated debt-for-equity interest exchange (not a public offering) and that the company disclosed customary registration rights and related terms.