Maxeon Solar SEC Filings

Maxeon Solar Technologies reports a major patent license and litigation settlement with Shanghai Aiko Solar Energy. Through its subsidiary, Maxeon Solar Pte. Ltd., the company will license its “back contact” solar cell patents outside the U.S. for a fixed RMB 1,650,000,000 Total License Fee (about US$236 million) over five years. After legal expenses and agent fees, Maxeon expects to receive approximately US$105 million in aggregate net license fees, with the lowest net receipts in 2026.

The agreement settles multiple patent disputes and bars Aiko from challenging these patents in the licensed territory, while keeping all U.S. rights and territory excluded. Aiko’s chairman has personally guaranteed Aiko’s obligations, and non‑payment or bankruptcy would accelerate all remaining license payments. Separately, Maxeon has surrendered a leased manufacturing site in Albuquerque, New Mexico; the landlord has sued its subsidiary and the company for alleged breach and is seeking rent through November 30, 2029. Maxeon continues restructuring its business toward the U.S. market, using third‑party U.S. module assemblers for its back contact technology and pursuing ongoing legal action over detained Maxeon 3, Maxeon 6 and Performance 6 panel shipments.

Maxeon Solar Technologies has agreed to sell all shares of its Malaysian manufacturing subsidiary, SunPower Malaysia Manufacturing Sdn. Bhd., to MFS Technology (S) PTE Ltd. The base purchase price is US$51 million, reduced by a US$10 million uncertain tax liability, leading to a Final Purchase Consideration of US$41 million, subject to locked-box leakage and debt adjustments. The buyer will pay a US$8.2 million deposit within seven business days of signing and the balance at closing.

The deal uses an October 31, 2025 locked-box date, with interest-bearing true-ups for any post–locked-box leakage or undisclosed debt. Closing is conditioned on board approvals, the full resolution and payment of the Air Products legal case, no material adverse effect, and absence of blocking legal actions, with a longstop date of February 27, 2026, extendable by one month. Maxeon guarantees its subsidiary’s obligations under the agreement and caps most post-closing liability at US$16 million, with longer survival periods for fundamental and tax warranties.

Maxeon Solar Technologies, Ltd. updated several of its debt agreements to allow a planned sale of its Malaysian manufacturing subsidiary and to release related collateral. On January 23, 2026, the company executed supplemental indentures for its 9.00% Convertible First Lien Senior Secured Notes due 2029, its Variable-Rate Convertible First Lien Senior Secured Notes due 2029, and its Adjustable-Rate Convertible Second Lien Senior Secured Notes due 2028.

These amendments permit the proposed disposition of 100% of the shares of SunPower Malaysia Manufacturing Sdn Bhd to an independent third party and provide that, once the sale is completed, the security interests over those shares will be automatically released. The company expects to sign a definitive agreement for this Malaysia transaction around the date of this report and indicates that details and use of any net proceeds will be addressed in separate disclosures and future filings.

Maxeon Solar Technologies reported a change in its Board of Directors. On September 30, 2025, the Board appointed Bin Zhou as a non-executive director, replacing Wang Yanjun, whose resignation became effective the same day. Mr. Zhou is a designee of Zhonghuan Singapore Investment and Development Pte. Ltd. (TZE), Maxeon’s controlling shareholder, under a shareholders agreement first signed in August 2020 and amended in June 2024.

Following this change, Mr. Zhou has also joined Maxeon’s Compensation Committee and Strategy & Transformation Committee. He brings more than 17 years of experience in strategy, investments, and capital markets, including senior roles at TZE, Tencent, UnionPay International, Fosun International, and J.P. Morgan, and holds business degrees from universities in Shanghai and Singapore. The report is also incorporated by reference into several of Maxeon’s existing F-3 and S-8 registration statements.

Maxeon Solar Technologies reports that its subsidiary Maxeon Solar Pte Ltd. has entered into an Amended Bilateral Development Services Agreement with Zhonghuan Hong Kong Limited and Lumetech, affiliates of controlling shareholder TZE, after the original MAX8 solar technology collaboration was not substantially performed. The amendment releases all mutual claims and obligations under the original agreement as of July 1, 2025, and broadens the collaboration’s geographic scope to include Singapore and China with a focus on exclusive MAX8 development.

Under the new structure, TZE HK will fund all labor costs across regions while non-labor costs continue to be shared 50/50, governed by annual and monthly rolling forecasts that cap payments at approved budget levels. Strategic control shifts to TZE HK, which will run bi-weekly reviews, while Maxeon’s subsidiary executes the project. TZE HK will own all new intellectual property created except jointly owned U.S. patents, and gains expanded termination rights. The term remains two years with automatic one-year renewals and adds post-employment non-compete and non-solicitation obligations for key staff, subject to applicable law.

Maxeon Solar Technologies reports that its subsidiary Maxeon Solar Pte Ltd. has entered into an Amended Bilateral Development Services Agreement with Zhonghuan Hong Kong Limited and Lumetech, affiliates of controlling shareholder TZE, after the original MAX8 solar technology collaboration was not substantially performed. The amendment releases all mutual claims and obligations under the original agreement as of July 1, 2025, and broadens the collaboration’s geographic scope to include Singapore and China with a focus on exclusive MAX8 development.

Under the new structure, TZE HK will fund all labor costs across regions while non-labor costs continue to be shared 50/50, governed by annual and monthly rolling forecasts that cap payments at approved budget levels. Strategic control shifts to TZE HK, which will run bi-weekly reviews, while Maxeon’s subsidiary executes the project. TZE HK will own all new intellectual property created except jointly owned U.S. patents, and gains expanded termination rights. The term remains two years with automatic one-year renewals and adds post-employment non-compete and non-solicitation obligations for key staff, subject to applicable law.

Maxeon Solar Technologies, Ltd. is registering 1,484,079 additional ordinary shares under its Amended and Restated 2020 Omnibus Incentive Plan. These shares are being added after the Board of Directors approved an amendment and restatement of the plan on September 17, 2025 to increase the total number of shares available for equity compensation. The registration uses Form S-8 and incorporates prior Maxeon S-8 registrations and various Form 20-F and Form 6-K reports by reference, along with updated exhibits such as the revised plan document and related legal opinions.

Maxeon Solar Technologies, Ltd. is registering 1,484,079 additional ordinary shares under its Amended and Restated 2020 Omnibus Incentive Plan. These shares are being added after the Board of Directors approved an amendment and restatement of the plan on September 17, 2025 to increase the total number of shares available for equity compensation. The registration uses Form S-8 and incorporates prior Maxeon S-8 registrations and various Form 20-F and Form 6-K reports by reference, along with updated exhibits such as the revised plan document and related legal opinions.

Maxeon Solar Technologies, Ltd. (MAXN) disclosed several corporate actions in this report. The company proposed quarterly payment of outside director compensation under its existing policy, sought shareholder approval to appoint NLA DFK Assurance PAC as statutory auditor and Marcum Asia CPAs LLP as auditor for other NASDAQ-related reporting, and requested authority for the Directors to issue shares under Section 161 of the Companies Act, Cap. 50. The filing also states that these disclosures are incorporated by reference into the company’s registration statements on Form F-3 and multiple Form S-8 filings.

Maxeon Solar Technologies, Ltd., a Singapore-based solar company, submitted a Form 6-K to furnish a press release announcing its first half 2025 financial results. The press release is attached as Exhibit 99.1, and additional financial results for the six months ended June 30, 2025 are included as Exhibit 99.2.

The filing states that certain U.S. GAAP financial information from the press release, including condensed consolidated balance sheets, statements of operations, statements of cash flows and reconciliations of non-GAAP financial measures, is incorporated by reference into the company’s existing registration statements on Form F-3 and several Forms S-8. Other information in this report is furnished rather than filed, which affects how it is treated under U.S. securities laws.

Maxeon Solar Technologies filed an amended Form 6-K to update its earlier notice about changing its independent auditor. The company confirms that for the years ended December 31, 2024 and 2023, and through the August 29, 2025 termination date, it had no disagreements with Ernst & Young LLP on accounting principles, financial statement disclosure, or audit scope and procedures that would have required mention in EY’s audit reports. Maxeon also notes that EY has been asked to provide a letter to the SEC agreeing or disagreeing with these statements, which is attached as Exhibit 16.1, and the disclosure is incorporated by reference into several existing registration statements.