SunPower (aka Complete Solaria, Inc.) Receives Notice of Deficiency from Nasdaq Related to Delayed Filing of Annual Report on Form 10-K 

Rhea-AI Summary

SunPower (CSLR) received a deficiency notice from Nasdaq on April 28, 2025, for failing to file its 2024 Form 10-K annual report by the original deadline of April 14, 2025. The company subsequently filed the report on April 30, 2025, addressing the compliance issue. CEO T.J. Rodgers explained that the delay was due to extended audit procedures, requiring 14,000 hours of auditing time compared to the typical 6,500 hours needed for more mature companies. The company emphasized that there are no penalties for the delay and no impact on shareholders.

Positive

• None.

Negative

• Failed to meet Nasdaq's filing deadline for 2024 Form 10-K annual report
• Required more than double the typical auditing hours (14,000 vs 6,500) indicating potential complexity or issues in financial reporting
• Company demonstrated lack of maturity in financial reporting processes compared to established companies

Insights

Financial Regulatory Expert

SunPower received a Nasdaq deficiency notice for late 10-K filing but already resolved it with no penalties or shareholder impact.

SunPower's announcement addresses a routine regulatory notification from Nasdaq that has already been resolved. The company received a deficiency notice on April 28, 2025, for not filing its 2024 Annual Report (Form 10-K) by the April 14 deadline. However, SunPower subsequently filed the required document on April 30, 2025, just two days after receiving the notice and well within Nasdaq's 60-day remediation window.

According to the press release, the delay occurred because the company "required more time to complete the procedures relating to its year-end audit and reporting process." CEO T.J. Rodgers provided additional context, noting that the audit required approximately 14,000 hours compared to the 6,500 hours typically needed for "a more mature company."

From a regulatory perspective, this matter appears to be fully resolved. The press release explicitly states there is "no penalty for the delay and no impact on shareholders." The quick filing after receiving the notice indicates the company was already in the final stages of completing its annual report when the deficiency notification was issued.

This type of notification is a standard Nasdaq procedure when listed companies miss filing deadlines. The fact that SunPower has already submitted the required documentation means they have addressed the compliance concern raised in the notice.

Annual Report on Form 10-K Filed on April 30, 2025

OREM, Utah, May 02, 2025 (GLOBE NEWSWIRE) -- SunPower (aka Complete Solaria, Inc.) (“SunPower” or the “Company”) (Nasdaq: SPWR), today announced that it received an expected deficiency notification letter from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) on April 28, 2025 (the "Notice"). The Notice indicated that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) because it did not timely file its Annual Report on Form 10-K for the annual period ended December 29, 2024 (the “2024 Form 10-K”). The Listing Rules require Nasdaq-listed companies to timely file all required periodic reports with the SEC. In accordance with Nasdaq’s listing rules, the Company had 60 calendar days after the Notice to submit a plan to regain compliance with the Listing Rule.

The Company's Form 12b-25 notice (the “Form 12b-25”) filed with the Securities and Exchange Commission (the "SEC") on March 31, 202 stated that the 2024 Form 10-K was delayed because the Company required more time to complete the procedures relating to its year-end audit and reporting process. The Company issued a further press release on April 19, 2025, stating its plan to file the 2024 Form 10-K on April 30, 2025. Subsequently, the Company filed the 2024 Form 10-K, including its audited financial statements, on April 30, 2025.

SunPower CEO, T.J. Rodgers said, “The legally required notice above can be simplified to ‘we filed our 10K (annual report) with the SEC 16 days late’ – on April 30, 2025, versus the April 14, 2025 deadline, triggering a Nasdaq warning to get the report filed – which has already happened. We and our independent auditors BDO knew of the deadline but needed to spend 14,000 hours of auditing time versus the typical 6,500 hours needed for a more mature company to get the 10K report done right. There is no penalty for the delay and no impact on shareholders.”

About the Company
The Company has become a leading residential solar services provider in North America. The Company’s digital platform and installation services support energy needs for customers wishing to make the transition to a more energy-efficient lifestyle. For more information visit www.sunpower.com.

Company Contact:
Sioban Hickie
VP Investor Relations
IR@sunpower.com
(801) 477-5847

Source: SunPower

FAQ

Why did SunPower (CSLR) receive a Nasdaq deficiency notice in April 2025?

SunPower received a Nasdaq deficiency notice for failing to timely file its 2024 Form 10-K annual report by the April 14, 2025 deadline.

When did SunPower (CSLR) file its delayed 2024 Form 10-K?

SunPower filed its 2024 Form 10-K annual report on April 30, 2025, 16 days after the original deadline.

What was the reason for SunPower's (CSLR) delayed 10-K filing in 2025?

The delay was due to extended audit procedures, requiring 14,000 hours of auditing time compared to the typical 6,500 hours needed for more mature companies.

Are there any penalties for SunPower (CSLR) due to the late 10-K filing?

According to CEO T.J. Rodgers, there are no penalties for the delay and no impact on shareholders.