KOPIN CORP 8-K

What Happened
Kopin Corporation announced that on May 28, 2026 Theon International Plc exercised its conversion right to convert all 1,000 outstanding shares of Kopin’s Series A Convertible Preferred Stock into common stock. The conversion was effected at the fixed conversion price of $3.00 per share, resulting in the issuance of 2,380,973 shares of Kopin common stock. Following the conversion, the Company's Series A Convertible Preferred Stock has been retired and no shares remain outstanding.

Key Details

• On October 16, 2025 Kopin announced a $15 million strategic investment from Theon International: $8.0M for a 49% interest in Kopin Europe Ltd. and $7.0M for Series A Convertible Preferred Stock.
• The Series A preferred had par value $0.01, an initial fixed conversion price of $3.00 per share, and a base annual dividend rate of 4% payable in cash and stock.
• Conversion executed May 28, 2026: 1,000 preferred shares converted into 2,380,973 common shares; Series A preferred retired.

Why It Matters
For investors, this filing documents a material capitalization change: the conversion removed the preferred share class and increased Kopin’s common share count by 2,380,973 shares, which can affect per‑share metrics and ownership percentages. Theon remains a strategic partner after its October 2025 investment, which included development and licensing arrangements for military products; the conversion shifts part of that investment from a preferred position into common equity. Investors should consider the impact of the additional common shares on dilution, voting power and future earnings-per-share calculations.