Owlet, Inc. 8-K Filings

Owlet, Inc. reported a strong second quarter for the period ended June 30, 2026, with revenue of $33.9 million, up 29.9% from $26.1 million a year earlier, driven by broad-based growth and momentum in subscription services. Subscription revenue reached $3.2 million, up from $0.9 million, and overall GAAP gross margin improved to 64.4%; excluding a $3.5 million tariff refund, gross margin was 54.0%, about 270 basis points higher year-over-year.

Operating income was $1.7 million, compared to a loss of $1.7 million in Q2 2025, and GAAP net loss narrowed sharply to $0.6 million from $37.4 million. Non-GAAP adjusted EBITDA was $6.7 million (or $2.9 million excluding a $3.75 million tariff refund) versus $0.5 million a year earlier. For 2026, Owlet now expects revenue of $118–$122 million (unchanged), but has raised its outlook for gross margin to 53–55% and adjusted EBITDA to $10.75–$12.75 million, reflecting the one-time tariff refund. Management also disclosed it will revise prior-period financial statements for immaterial errors, primarily overstatement of stock-based compensation related to its employee stock purchase plan.

Owlet, Inc. has entered into a new asset-based revolving credit facility with Wells Fargo, providing up to $25 million in borrowing capacity and replacing its prior line of credit and term loan. On June 26, 2026, its subsidiary drew about $17.1 million to repay and extinguish the previous facilities.

The new revolver carries an interest rate of daily SOFR plus 2.00% to 2.25%, compared with SOFR plus 7.50% to 8.50% under the former credit arrangements, materially lowering borrowing costs. Following the refinancing, total liquidity, including cash and available capacity, was approximately $33.8 million as of June 26, 2026.

The facility matures three years from closing and can, with lender approval, be increased to $35 million. It is fully guaranteed by Owlet, secured by substantially all personal property of the company and borrower, and includes covenants such as maintaining at least $7.5 million of liquidity and meeting specified minimum EBITDA thresholds, with customary default and remedy provisions.

Owlet, Inc. is postponing its 2026 Annual Meeting of Stockholders from July 10, 2026 to August 12, 2026, at 1:00 p.m. Eastern Time, due to scheduling conflicts. The meeting will be held via remote communication.

The Board set the close of business on June 15, 2026 as the new record date for stockholders entitled to receive notice of, and vote at, the 2026 meeting. Because the meeting date moved more than 30 days from the prior year’s anniversary, stockholders now have until June 15, 2026 to submit proposals for inclusion in the proxy statement under Rule 14a-8 or to raise other business or director nominations in accordance with the company’s bylaws and Rule 14a-19(b).

Owlet, Inc. reported first quarter 2026 revenue of $22.5 million, up 6.4% from $21.1 million a year earlier, driven mainly by growth in its Owlet360 subscription service. Subscription revenue reached $2.7 million, and overall gross margin improved to 54.5%.

The company recorded a net loss of $3.3 million versus net income of $3.0 million in Q1 2025, as operating expenses rose to $17.7 million. Owlet now expects 2026 revenue of $118–$122 million, but has raised its 2026 adjusted EBITDA guidance to $7–$9 million, targeting 250%–350% growth over 2025.

Owlet, Inc. announced that its Board appointed co-founder Kurt Workman as President and Chief Executive Officer, effective April 6, 2026, succeeding Jonathan Harris. Workman will also serve as the Company’s principal executive officer and will remain on the Board, but will no longer be Executive Chairman.

In connection with Harris’s separation, Owlet entered into a Separation and Release Agreement providing 12 months of continued base salary, a prorated 2026 bonus based on actual performance, and accelerated vesting of all his outstanding equity awards.

Owlet also signed an Employment Offer Letter with Workman, setting an annual base salary of $500,000 and an annual cash performance bonus target equal to 70% of base salary, subject to Company and individual performance. As a Tier 1 participant in the Executive Change in Control Severance Plan, if terminated without Cause or he resigns for Good Reason, Workman may receive 12 months of base salary, a prorated bonus for the year of termination based on actual results and days worked, and immediate vesting of all unvested equity awards.

Owlet, Inc. reported strong growth for 2025, with revenue rising to $105.7 million, up 35.4% from 2024, driven largely by higher sales of Dream Sock and Dream Duo products and growing subscription revenue. Full-year gross profit increased to $53.5 million and gross margin was 50.6%.

The company narrowed its operating loss to $8.3 million from $20.2 million and delivered adjusted EBITDA of $2.0 million, improving from a $1.8 million loss. GAAP net loss widened to $39.7 million, mainly due to a non-cash $26.6 million common stock warrant liability adjustment.

For 2026, Owlet expects revenue between $126 million and $130 million, implying high-teens to low-20s growth, gross margins of 49%–52% including tariff costs, and adjusted EBITDA of $3 million to $5 million. Management highlights more than 110,000 paying Owlet360 subscribers as an important recurring-revenue foundation.

Owlet, Inc. filed an 8-K to note that the court hearing on a proposed settlement of shareholder derivative litigation has been continued to February 25, 2026. The settlement would resolve claims brought on Owlet’s behalf alleging fiduciary and disclosure breaches by former and current directors and officers.

Under the proposed deal, Owlet’s board agrees to adopt and maintain extensive governance and compliance reforms for at least eight years. These include a new board-level Audit and Risk Committee, a management-level Enterprise Risk Management Committee, and a management-level Disclosure Committee focused on accurate SEC and investor communications. The company will also enhance director education and cap outside board seats for independent directors and the chair.

Plaintiffs’ counsel will seek a court-approved fee and expense award of $675,000, from which $2,000 service awards would be paid to each plaintiff. There is no common cash fund for stockholders. Current holders as of April 2, 2025 may object or appear at the hearing by following the detailed procedures and deadlines described in the notice.

Owlet, Inc. (OWLT) furnished a press release announcing its financial results for the three months ended September 30, 2025 and noting related management changes. The company provided the release as Exhibit 99.1 to a Form 8-K.

The information was furnished under Item 2.02 and, as stated, is not deemed “filed” under the Exchange Act. The filing also lists the cover page Inline XBRL data as Exhibit 104. Owlet’s Class A common stock trades on the NYSE under the symbol OWLT, and the company is identified as an emerging growth company.

Owlet, Inc. launched an underwritten public offering of 4,196,000 shares of Class A common stock at $7.15 per share, with a 30‑day option for underwriters to purchase up to 629,400 additional shares. The company said it intends to use the net proceeds to support continued commercialization, research and development, and for general corporate purposes. Directors, executive officers, and certain stockholders agreed to a 90‑day lock‑up after the date of the final prospectus.

Owlet also provided preliminary unaudited third‑quarter 2025 results: revenue is estimated at $30 million to $32 million, up from $22.1 million a year ago. Estimated gross margin is approximately 49.5%–51% versus 52.2% in the prior‑year period, which the company believes reflects tariff impacts on cost of goods sold. Cash and cash equivalents were approximately $23.8 million as of September 30, 2025 and include about $18.6 million in additional borrowings during the quarter under its asset‑based revolving credit facility.

Owlet (NYSE: OWLT) reported results of its 2025 annual meeting and completed a warrant exchange. Stockholders approved an amendment to the 2021 Incentive Award Plan to increase shares available for issuance by 375,000 shares, subject to the plan’s existing annual increase mechanics. Stockholders also approved a Charter amendment adding officer exculpation to the extent permitted by Delaware law; the Certificate of Amendment became effective on October 10, 2025.

Stockholders ratified PricewaterhouseCoopers LLP for the fiscal year ending December 31, 2025 and elected three Class I directors. They also approved the issuance of shares related to warrant exchanges. Pursuant to the approved exchanges, holders swapped Series A and Series B warrants relating to an aggregate of 9,014,758 warrant shares (7,215,737 + 1,799,021) for 5,426,429 newly issued shares of common stock. The company consummated the exchanges on October 10, 2025. After giving effect, common shares outstanding were 22,788,420.

Owlet, Inc. reported previously disclosed leadership changes effective October 1, 2025, with Kurt Workman resigning as Chief Executive Officer to become Executive Chair of the Board and Jonathan Harris, formerly President, becoming President and Chief Executive Officer.

In connection with Mr. Workman’s transition, the compensation committee approved full vesting of his unvested restricted stock units, including 7,049 RSUs granted in March 2022 and 88,692 RSUs granted in September 2024, a one-time cash bonus for performance from January 1 through September 30, 2025, and adoption of an amended non-employee director compensation program under which the Executive Chair receives a $200,000 annual cash retainer and is eligible for an annual $200,000 RSU grant. The company also entered into an amended and restated offer letter with Mr. Harris, providing a $500,000 annual base salary, an annual bonus target equal to 70% of salary, and continued Tier 1 change-in-control and severance protections, including 12 months of base-salary continuation and vesting of unvested equity upon certain terminations.

Owlet, Inc. reports that a federal court has preliminarily approved a settlement of a derivative lawsuit related to past statements about its Smart Sock product. The case, brought on behalf of the company in the Central District of California, involved certain current and former directors and a stockholder.

Under the settlement terms, Owlet has agreed to implement and maintain specified changes to certain corporate governance practices and the claims related to the allegations in the derivative action will be released, with no admission of wrongdoing. Owlet will be responsible for paying attorney’s fees in an amount that has not yet been determined. The settlement remains subject to court approval, after which all claims in the derivative action would be dismissed with prejudice.

Owlet entered a privately negotiated Exchange Agreement to swap outstanding warrants for newly issued common stock and related governance commitments. Holders agreed to exchange Series A warrants relating to 7,215,737 shares and Series B warrants relating to 1,799,021 shares for an aggregate of 5,426,429 newly issued shares of Class A common stock. The Exchanges are subject to stockholder approval under NYSE rules and other customary closing conditions and may be terminated if not closed by November 5, 2025. Major participating holders include an entity affiliated with Eclipse (holding ~29% of voting power in Company Voting Securities), Trilogy (~6.7%), the CEO, and a board member, each to receive specified exchanged shares. The Exchanged Shares will be locked up for 180 days post-closing and the company will seek to register resale under the Securities Act, filing a shelf or prospectus supplement within 30 days after closing. The Company used a Black-Scholes model with the 60-day VWAP and realized volatility to value the warrants for the Exchange.