Every 8-K that NETLIST INC (NLST) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NLST and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NLST filings page.
Netlist, Inc. entered into a five-year strategic alliance with Samsung centered on a Patent Cross License Agreement, litigation settlement, product supply, and ITC cooperation, effective July 31, 2026. Under the license, Samsung receives worldwide rights to certain Netlist patents and will pay an upfront fee of US$239 million (approximately US$200 million net after Korean withholding taxes), plus quarterly license fees of up to US$32.9 million (approximately US$27.5 million net) for each of 20 quarters, based on a revenue formula and subject to adjustments and refund rights. Samsung’s license is royalty-bearing, while Netlist’s license from Samsung is royalty-free.
A five-year Supply Agreement with Samsung Semiconductor, Inc. allows Netlist to purchase up to US$300 million of DRAM and NAND products annually, for an aggregate maximum of US$1.5 billion over the term. An ITC Cooperation Agreement commits Samsung to provide information, documents, or declarations to support Netlist’s future ITC actions against third parties during the same period. A Settlement and Release Agreement resolves pending legal proceedings between the companies.
To further align interests, Samsung Semiconductor agreed to purchase 10 million Netlist common shares for US$1 million in a private, unregistered sale relying on Section 4(a)(2) of the Securities Act, with a five-year lock-up that releases 20% of the shares on each of the first four anniversaries and the remainder on the fifth. Netlist highlights risks around collecting license payments, securing product under the supply arrangement, completing the equity purchase, and outcomes of other ongoing intellectual property litigation.
Netlist, Inc. reported much stronger results for the six months ended June 27, 2026. Net sales were $214.7 million, compared to $70.7 million a year earlier, and gross profit increased to $45.3 million from $2.7 million.
The company generated net income of $10.0 million, or $0.03 per share, versus a net loss of $(15.6) million, or $(0.06) per share, in the prior-year period. These figures include $1.8 million of stock-based compensation expense, down from $2.0 million a year earlier.
On the balance sheet, cash and cash equivalents were $30,655 thousand, restricted cash was $10,000 thousand, and total assets reached $73,313 thousand as of June 27, 2026. Stockholders’ equity improved to $23,183 thousand from a deficit of $(5,203) thousand at December 27, 2025, while management emphasized revenue growth, improved profitability, and ongoing investment in AI memory technologies.
Netlist, Inc. adopted a new 2026 Performance Equity Plan that authorizes the company to grant stock options, restricted and unrestricted stock, and other stock-based awards to employees, consultants, and directors. The plan reserves 33,600,000 shares of common stock, par value $0.001 per share, for future equity awards.
The board of directors approved the plan without stockholder approval and intends to grant performance-based awards to executive officers, including one or more named executive officers, as incentive compensation. Detailed terms of the plan and the related restricted stock unit agreement are provided in the attached exhibits.
Netlist, Inc. reported a sharp turnaround for the first quarter ended March 28, 2026. Net sales were $104.9 million, up 262% from $29.0 million a year earlier. Gross profit rose to $22.4 million, a 1,622% increase from $1.3 million.
The company posted net income of $8.6 million, or $0.03 per share, compared with a net loss of $9.5 million, or $(0.03) per share, in the first quarter of 2025. Management cited strong demand for its memory products tied to AI technologies such as DDR5 and HBM.
On the balance sheet as of March 28, 2026, total assets were $87.6 million versus $49.5 million at December 27, 2025. Total stockholders’ equity improved to $10.4 million from a deficit of $(5.2) million. The quarter included $1.0 million of stock‑based compensation expense.
Netlist, Inc. renewed its corporate headquarters lease at 111 Academy, Suite 100, Irvine, California, by entering into a First Amendment to Lease with University Research Park LLC. The amendment extends the lease term through December 31, 2029 with no further renewal option.
Beginning January 1, 2027, the annual base rent will be $27,396.65 per month and will increase by approximately 3% each lease year. The full lease amendment is filed as Exhibit 10.1.
Netlist reported sharply improved results for 2025 while remaining unprofitable. Net sales rose to $75.7 million in the fourth quarter from $34.3 million a year earlier, lifting quarterly gross profit to $6.9 million from $0.3 million.
For the full year, net sales increased to $188.6 million from $147.1 million and gross profit grew to $11.4 million from $2.9 million. The net loss narrowed to $2.2 million in the quarter and $24.8 million for the year, compared with losses of $12.7 million and $53.9 million, helped by lower intellectual property legal fees.
As of December 27, 2025, Netlist held $42.1 million in cash, cash equivalents and restricted cash and total assets of $49.5 million, with a working capital deficit of $6.4 million and stockholders’ deficit of $5.2 million. Management highlighted appellate wins on key patents, expanded enforcement actions around DDR5 and HBM memory technologies, and continued R&D investment in next‑generation products such as MRDIMM and CXL NVDIMM.
Netlist, Inc. (NLST) furnished an 8-K to announce its third-quarter financial results. The company issued a press release covering the quarter ended September 27, 2025, which is attached as Exhibit 99.1.
The information under Item 2.02 and Exhibit 99.1 is furnished, not filed, meaning it isn’t subject to Section 18 liability and isn’t automatically incorporated into other Securities Act or Exchange Act filings unless specifically referenced. The filing also includes the Cover Page Inline XBRL as Exhibit 104.
Netlist, Inc. entered into a securities purchase agreement for a registered offering of 14,285,716 shares of common stock and warrants to purchase up to 28,571,432 additional shares, at a combined price of $0.70 per share and accompanying warrant, for aggregate gross proceeds of approximately $10.0 million and expected net proceeds of approximately $9.1 million. The company expects the transaction to close on or about October 7, 2025 and plans to use the net proceeds for general corporate purposes, including working capital.
The five-year warrants are immediately exercisable at $0.70 per share and include 4.99%/9.99% ownership blockers and anti-dilution adjustments tied to future common stock or equivalent issuances. Netlist engaged Roth Capital Partners as placement agent for a 4.0% cash fee on gross proceeds and agreed to 90-day lock-up arrangements for the company and its directors and executive officers, plus a six-month restriction on entering variable rate transactions. Existing June 2025 warrants, including those held by CEO Chun K. Hong for up to 8,571,430 shares, will be amended with revised anti-dilution terms and a reset exercise price to the lesser of $0.60 and a VWAP-based measure, pursuant to waivers and approvals by independent board committees.
Netlist, Inc. filed an amendment to a prior Form 8-K to incorporate by reference the description of Proposal No. 6 — the 2025 Equity Plan as summarized in the company’s definitive proxy statement. The filing notes that the full text of the 2025 Equity Plan is attached as Exhibit 10.1 and that the summary in the proxy statement is qualified in its entirety by the full plan document. The exhibit is incorporated by reference into the current report.