Nextracker rebrands as Nextpower; charter and bylaws amended

Rhea-AI Filing Summary

Nextpower Inc. (formerly Nextracker Inc.) reported a corporate name change effective November 12, 2025. The change was implemented via a Second Amended and Restated Certificate of Incorporation filed in Delaware and corresponding amended and restated bylaws. The company states the name change does not affect shareholder rights and did not require a shareholder vote under Delaware law.

The company also furnished a press release related to its Capital Markets Day as Exhibit 99.1 under Regulation FD; this information is furnished, not filed. Nextpower’s Class A common stock continues to trade on Nasdaq under the symbol NXT. Exhibits include the updated charter (3.1), bylaws (3.2), and the press release (99.1).

8-K Event Classification

3 items: 5.03, 7.01, 9.01

3 items

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance

The company amended its charter documents, bylaws, or changed its fiscal year.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2025

Nextpower Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-41617

36-5047383

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

6200 Paseo Padre Parkway, Fremont, California 94555

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (510) 270-2500

Nextracker Inc.

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of exchange on which registered

Class A Common Stock, par value $0.0001

NXT

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On November 12, 2025, Nextracker Inc. (the “Company”) changed its corporate name to Nextpower Inc., pursuant to an amended and restated certificate of incorporation (the “Certificate of Amendment”) filed with the Delaware Secretary of State on November 12, 2025 (the “Name Change”). Pursuant to Delaware law, a shareholder vote was not necessary to effectuate the Name Change and it does not affect the rights of the Company’s shareholders. The Company also amended and restated its bylaws on November 12, 2025 to reflect the Name Change.

Copies of the Company’s Second Amended and Restated Certificate of Incorporation and Second Amended and Restated Bylaws are filed as Exhibit 3.1 and Exhibit 3.2, respectively, with this Current Report on Form 8-K and are incorporated herein by reference. The only change to the Company’s Second Amended and Restated Certificate of Incorporation and Second Amended and Restated Bylaws is the change of the Company’s corporate name from Nextracker Inc. to Nextpower Inc. in each document.

Item 7.01 Regulation FD Disclosure

The Company also today issued a press release related to its Capital Markets Day conference, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference.

The information in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Current Report on Form 8-K in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.			Description
3.1			Second Amended and Restated Certificate of Incorporation of Nextpower Inc., as of November 12, 2025
3.2			Second Amended and Restated Bylaws of Nextpower Inc., as of November 12, 2025
99.1			Press Release dated November 12, 2025
104			Cover Page Interactive Data (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Nextpower Inc.
By:			/s/ Bruce Ledesma
			Bruce Ledesma
			Chief Legal & Compliance Officer

Date: November 12, 2025

FAQ

What did Nextpower Inc. (NXT) announce in this 8-K?

The company changed its corporate name from Nextracker Inc. to Nextpower Inc. effective November 12, 2025 and updated its charter and bylaws accordingly.

Did the name change affect shareholder rights for NXT?

No. The company states the name change does not affect shareholder rights.

Was a shareholder vote required for the Nextpower (NXT) name change?

No. Under Delaware law, a shareholder vote was not necessary to effect the name change.

Does Nextpower’s stock symbol change after the rebrand?

The filing lists Class A common stock trading under NXT on the Nasdaq Stock Market.

What exhibits were filed with the 8-K for Nextpower (NXT)?

Exhibit 3.1 (amended charter), Exhibit 3.2 (amended bylaws), Exhibit 99.1 (press release), and Exhibit 104 (cover page iXBRL data).

What is included under Regulation FD in this 8-K?

A press release related to the company’s Capital Markets Day was furnished as Exhibit 99.1 and is not deemed filed.