Netlist, Inc. reports material-event disclosures through SEC filings covering financial results, headquarters lease obligations, shareholder voting matters, governance actions, and amendments to its Restated Certificate of Incorporation. Recent Forms 8-K and 8-K/A include furnished earnings releases, material definitive agreement disclosures, annual-meeting results, and related corporate-governance updates.
The filings identify Netlist’s common stock, par value $0.001 per share, under the symbol NLST, with no Section 12(b) exchange listing. They also document the company’s status as a reporting issuer, exhibit filings for press releases and agreements, and formal disclosures tied to capital structure, stockholder approvals, and board or compensation matters.
Form 144 notice: A proposed sale of 250,000 shares of Common Stock by Chun K Hong is reported with an execution date of 01/05/2026. The broker listed is Needham and Company, LLC and the filing shows 307,249,351 shares outstanding as of 03/12/2026.
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. insider activity centers on option exercise and planned sales. The company’s President, CEO and Chairman exercised an employee stock option for 300,000 shares of common stock at $0.70 per share, paying a total of $283,248.00 in cash including exercise price and withholding taxes. The option was previously scheduled to expire on 01/18/2026, and no shares were sold or withheld to cover the exercise.
Following this, the insider reported selling 200,000 shares of common stock at $1.00 per share and an additional 50,000 shares at $1.00 per share. These sales were executed under Rule 10b5-1 trading plans adopted on September 12, 2025, one by the reporting person and one by the Hong-Cha Property Trust. After the transactions, the insider reported 8,354,382 shares held directly, including shares underlying unvested restricted stock units, and 3,561,177 shares held indirectly through the Hong-Cha Property Trust.
Netlist (NLST) stockholder filed a notice of proposed sale under Rule 144 for 250,000 common shares, to be sold through Needham & Company LLC on the OTCQB market. The filing lists an aggregate market value of $250,000.00 for these shares and states that 307,249,351 shares of the issuer’s stock are outstanding.
The seller’s shares were acquired over time from the issuer, including vested restricted stock units dated 09/07/2020, 03/06/2021, 03/08/2021, and 09/07/2021, as well as founder shares acquired on 08/09/2007. The consideration for the RSU awards is described as equity compensation. By signing, the seller represents they are not aware of undisclosed material adverse information about Netlist.
Netlist, Inc. reported an equity award to its President, CEO and Chairman in a Form 4 filing. On 11/26/2025, the executive acquired 1,000,000 shares of common stock through restricted stock units at a stated price of $0.00 per share. After this grant, the executive beneficially owns 8,054,382 common shares directly and 3,611,177 common shares indirectly through the Hong-Cha Property Trust.
The filing explains that the restricted stock units, or RSUs, vest over four years, with one quarter of the shares vesting on each anniversary of November 15, 2025. Each RSU represents a contingent right to receive one share of Netlist common stock upon vesting, and the shares are delivered as the RSUs vest over time.
Netlist, Inc. reported that one of its directors received an award of 150,000 shares of common stock in the form of restricted stock units on 11/26/2025 at a grant price of $0.00 per share. These RSUs vest over four years, with one quarter of the shares vesting on each anniversary of November 15, 2025, and one RSU converts into one share of common stock when it vests. After this grant, the director beneficially owns 230,000 shares of Netlist common stock, which includes shares subject to unvested RSUs. This filing reflects equity-based compensation that ties part of the director’s ownership to future service and company performance over the vesting period.
Netlist, Inc. reported that its Executive Vice President and Chief Financial Officer, Gail M. Sasaki, received a grant of 200,000 restricted stock units (RSUs) of Netlist common stock on 11/26/2025. These RSUs vest over four years, with one quarter of the shares vesting on each anniversary of November 15, 2025, and one RSU converts into one share of common stock when it vests. Following this award, Sasaki beneficially owns 539,368 shares of Netlist common stock, which includes shares underlying unvested RSUs.
Netlist Inc. reported an equity award to one of its directors. On 11/26/2025, the director acquired 100,000 shares of Netlist common stock in the form of restricted stock units (RSUs) at a price of $0.00 per share, reflecting a stock-based compensation grant rather than a cash purchase.
The RSUs vest over four years, with one quarter of the shares vesting on each anniversary of November 15, 2025, and shares are delivered upon vesting. After this grant, the director beneficially owns 175,000 shares, which includes shares subject to unvested RSUs.
Netlist, Inc. reported Q3 2025 results. Net sales were $42.2 million, up slightly year over year, with gross profit $1.8 million. Operating loss was $7.2 million and net loss was $7.0 million, or $(0.02) per share.
Cash and cash equivalents were $10.5 million and restricted cash $10.3 million. Inventories rose to $17.6 million. The company reported $27.0 million of deferred revenue as of September 27, 2025. Total liabilities were $69.6 million against total assets of $56.3 million, resulting in a stockholders’ deficit of $13.3 million. Operating cash flow used was $(28.0) million for the nine months.
Sales were concentrated in the PRC ($36.1 million in Q3) and resales of third‑party products comprised 94% of Q3 net sales. One supplier represented 94% of Q3 purchases. Borrowings under the revolving line of credit were $3.4 million, with letters of credit of $10.3 million.
To bolster liquidity, Netlist completed two registered offerings: June 2025 (17,142,860 shares and 34,285,720 warrants; net proceeds $11.3 million) and October 2025 (14,285,716 shares and 28,571,432 warrants; net proceeds $9.1 million). An equity line with Lincoln Park provides up to $75 million, with $73.9 million remaining as of September 27, 2025. Authorized common shares were increased to 675,000,000. Shares outstanding were 307,249,351 as of November 6, 2025.