SunPower updates $48.5M White Lion share line

SunPower updates its White Lion resale registration and sets virtual 2026 annual meeting details and stockholder proposal deadlines.

Rhea-AI Filing Summary

SunPower Inc. (SPWR) filed a prospectus supplement updating its resale registration for up to 48,521,163 shares of common stock that may be sold from time to time by White Lion Capital, LLC under an equity line established by a Common Stock Purchase Agreement. These Offered Securities may be issued to White Lion during the White Lion Commitment Period, with a referenced price of $1.00 per share, and SunPower states it may receive up to $48.5 million from sales of these shares to White Lion, while receiving no proceeds from White Lion’s subsequent resales to the public.

The attached current report also notes that director Jamie Haenggi has decided not to stand for reelection at the 2026 Annual Meeting, though she will continue to serve until that meeting and her decision is stated not to result from any disagreement with the company or its board. SunPower scheduled its 2026 Annual Meeting for November 2, 2026, to be held virtually, with a record date of September 18, 2026 and a deadline of September 28, 2026 for stockholder proposals and director nominations for inclusion or consideration under the stated rules.

Key Figures

Shares registered for resale by White Lion: 48,521,163 shares Illustrative per-share price for Offered Securities: $1.00 per share Maximum potential proceeds to SunPower from White Lion equity line: $48.5 million +4 more

7 metrics

Shares registered for resale by White Lion 48,521,163 shares Potential offer and sale of common stock under the White Lion Purchase Agreement

Illustrative per-share price for Offered Securities $1.00 per share Assumed price to illustrate the number of Offered Securities and potential proceeds

Maximum potential proceeds to SunPower from White Lion equity line $48.5 million From sales of Offered Securities to White Lion, assuming $1.00 per share

Recent SPWR closing stock price $0.3169 per share Closing price of common stock on Nasdaq on September 16, 2026

2026 Annual Meeting date November 2, 2026 Scheduled date for SunPower’s 2026 Annual Meeting, to be held virtually

Record date for 2026 Annual Meeting September 18, 2026 Stockholders of record at close of business on this date may vote

Deadline for 2026 meeting proposals and nominations September 28, 2026 Due date for qualified stockholder proposals and director nominations

Key Terms

equity line of credit, Selling Securityholder, emerging growth company, Rule 14a-8, +1 more

5 terms

equity line of credit financial

"the White Lion Purchase Agreement, establishing an equity line of credit"

An equity line of credit is a loan that allows homeowners to borrow money against the value of their property, similar to having a flexible credit card secured by their home. It matters to investors because it provides a way for property owners to access cash for various needs, which can influence real estate markets and overall economic activity. This type of credit offers ongoing borrowing capacity, making it a valuable financial tool for those with significant property equity.

Selling Securityholder financial

"White Lion or the Selling Securityholder"

A selling securityholder is someone who owns shares or investments in a company and decides to sell them to others. This could be an original investor, a company insider, or someone who bought the shares earlier. Knowing who is selling helps investors understand if the sale might affect the company's stock price or indicate how insiders feel about the company's future.

emerging growth company regulatory

"We are an emerging growth company as defined under U.S. federal securities laws"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Rule 14a-8 regulatory

"for inclusion in the Company’s proxy materials for the 2026 Annual Meeting pursuant to Rule 14a-8"

Rule 14a-8 is a U.S. Securities and Exchange Commission regulation that lets eligible shareholders put proposals on a public company’s proxy ballot for an annual meeting, provided they meet basic ownership and filing requirements. It matters to investors because it creates a formal way to raise governance or strategic issues and force a company-wide vote—like getting an item onto the agenda of a neighborhood association meeting once you’ve lived there long enough—so shareholders can push for change or influence management decisions.

record date financial

"The record date for the 2026 Annual Meeting is September 18, 2026"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

Offering Details

secondary

Offering

Offering Type secondary

Use of Proceeds SunPower states it may receive up to $48.5 million from selling Offered Securities to White Lion under the Common Stock Purchase Agreement, while it will not receive any proceeds from White Lion’s resale of shares of common stock registered by the prospectus supplement.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is SunPower (SPWR) registering in this prospectus supplement with White Lion Capital?

SunPower is updating a resale registration covering up to 48,521,163 shares of common stock that may be issued to and resold by White Lion Capital, LLC under a Common Stock Purchase Agreement establishing an equity line of credit.

How much cash could SunPower (SPWR) receive under the White Lion equity line?

SunPower states it may receive proceeds of up to $48.5 million from selling the Offered Securities to White Lion, assuming shares are sold at $1.00 per share. The actual amount will depend on the number of shares sold and the prices at which they are sold.

Does SunPower receive proceeds from White Lion’s resale of SPWR shares?

No. SunPower states it is not selling any securities under this prospectus supplement and will not receive any proceeds from sales of common stock by White Lion, the Selling Securityholder. SunPower’s proceeds arise only from issuing shares directly to White Lion under the agreement.

When is SunPower’s 2026 Annual Meeting and what is the record date?

SunPower has set November 2, 2026 as the date of its 2026 Annual Meeting, to be held virtually online. The record date for determining stockholders entitled to vote is September 18, 2026.

What is the deadline for SPWR stockholder proposals and director nominations for the 2026 meeting?

Stockholders must ensure proposals for inclusion under Rule 14a-8, as well as other business proposals or director nominations, are received at SunPower’s principal executive offices by the close of business on September 28, 2026, following the company’s stated procedures.

Which SunPower director will not stand for reelection at the 2026 Annual Meeting?

Jamie Haenggi, a member of SunPower’s Board of Directors, informed the company on September 17, 2026 that she will not stand for reelection at the 2026 Annual Meeting and will continue to serve as a director until that meeting.

At what recent price was SunPower (SPWR) stock trading according to the supplement?

The supplement states that on September 16, 2026, the closing price of SunPower’s common stock on the Nasdaq Global Market was $0.3169 per share, compared with the $1.00 per share price used as an assumption for illustrating the equity line capacity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/18/2026 - 06:05 AM Accepted by SEC EDGAR 09/17/2026 - 06:52 PM Learn about SEC filing dates

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-292713

PROSPECTUS SUPPLEMENT NO. 7

(To the Prospectus dated June 1, 2026)

SUNPOWER INC.

Up to 48,521,163 Shares of Common Stock

This prospectus supplement supplements the prospectus dated June 1, 2026 (as amended or supplemented, the “prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-292713). This prospectus supplement is being filed to update and supplement the information in the prospectus with the information contained in our Current Report on Form 8-K filed with the SEC on September 17, 2026 (the “Current Report” and such information, the “Supplemental Information”). Accordingly, we have attached the Current Report to this prospectus supplement with respect to the Supplemental Information.

The prospectus and this prospectus supplement relate to the potential offer and sale of up to 48,521,163 shares of our common stock, par value $0.0001 per share (the “common stock”), by White Lion Capital, LLC (“White Lion” or the “Selling Securityholder”).

The shares of common stock to which the prospectus and this prospectus supplement relate may be issued to White Lion pursuant to the Common Stock Purchase Agreement dated July 16, 2024 between us and White Lion, as amended by Amendment No. 1 to the Common Stock Purchase Agreement dated July 24, 2024, Amendment No. 2 to the Common Stock Purchase Agreement dated August 14, 2024, and Amendment No. 3 to the Common Stock Purchase Agreement dated January 11, 2026 (as amended, the “White Lion Purchase Agreement”), establishing an equity line of credit. Such shares of our common stock include up to 48,521,163 shares of common stock (the “Offered Securities”) that we may elect, in our sole discretion, to issue and sell to White Lion from time to time during the White Lion Commitment Period (as defined in the Prospectus) subject to and pursuant to the terms and conditions of the White Lion Purchase Agreement (assuming the shares to be issued are sold at a price of $1.00 per share). See “The White Lion Transaction” for a description of the White Lion Purchase Agreement and “Selling Securityholder” for additional information regarding White Lion.

The actual number of Offered Securities issuable to White Lion will vary depending on the then-current market price of shares of our common stock sold to the Selling Securityholder under the White Lion Purchase Agreement and are subject to the further limitations set forth in the White Lion Purchase Agreement.

We are not selling any securities under the prospectus or this prospectus supplement and will not receive any of the proceeds from the sale of shares of common stock by the Selling Securityholder. However, we may receive proceeds of up to $48.5 million from the sale of the Offered Securities to the Selling Securityholder pursuant to the White Lion Purchase Agreement after the date of this prospectus (assuming the shares are sold at a price of $1.00 per share). The actual proceeds from White Lion under the White Lion Purchase Agreement may be less than this amount depending on the number of shares of our common stock sold and the price at which the shares of our common stock are sold.

The Selling Securityholder may sell or otherwise dispose of the shares of common stock described in the prospectus and this prospectus supplement in a number of different ways and at varying prices. See “Plan of Distribution” for more information about how the Selling Securityholder may sell or otherwise dispose of the shares of common stock being registered pursuant to the prospectus and this prospectus supplement. The Selling Securityholder is an “underwriter” within the meaning of Section 2(a)(11) of the Securities Act of 1933, as amended.

The Selling Securityholder will pay all brokerage fees and commissions and similar expenses attributable to the sales of its common stock. We will pay the expenses (except brokerage fees and commissions and similar expenses) incurred in registering the shares of common stock offered hereby, including legal and accounting fees. See “Plan of Distribution.”

Shares of our common stock are listed on the Nasdaq Global Market (“Nasdaq”) under the symbol “SPWR”. On September 16, 2026, the closing price of our common stock was $0.3169.

This prospectus supplement should be read in conjunction with the prospectus, including any amendments or supplements thereto, which is to be delivered with this prospectus supplement. This prospectus supplement is qualified by reference to the prospectus, including any amendments or supplements thereto, except to the extent that the information in this prospectus supplement updates and supersedes the information contained therein.

This prospectus supplement is not complete without, and may not be delivered or utilized except in connection with, the prospectus, including any amendments or supplements thereto.

We are an “emerging growth company” as defined under U.S. federal securities laws and, as such, have elected to comply with reduced public company reporting requirements. The prospectus and this prospectus supplement comply with the requirements that apply to an issuer that is an emerging growth company.

Investing in our securities involves a high degree of risk. You should review carefully the risks and uncertainties described in the section titled “Risk Factors” beginning on page 10 of the prospectus, and under similar headings in any amendments or supplements to the prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or passed upon the accuracy or adequacy of the prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.

Prospectus Supplement dated September 17, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): September 17, 2026

SunPower Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-40117		93-2279786
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1403 N. Research Way, Orem, UT		84097
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (877) 299-4943

Not Applicable

(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 obligations of the registrant under any of the following provisions:

☐ 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(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		SPWR		The Nasdaq Global Market
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share		SPWRW		The Nasdaq Capital Market

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 

On September 17, 2026, Jamie Haenggi, a member of the Board of Directors (the “Board”) of SunPower Inc. (the “Company”), informed the Company of her decision not to stand for reelection at the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). Ms. Haenggi will continue to serve as a director until the 2026 Annual Meeting. Ms. Haenggi’s decision not to stand for reelection was not the result of any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies or practices. 

Item 5.08 Shareholder Director Nominations.

To the extent applicable, the information in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.08.

Item 8.01 Other Events.

The Company has set November 2, 2026 as the date of the 2026 Annual Meeting. The 2026 Annual Meeting will be held virtually online by means of remote communication. More detailed information regarding the 2026 Annual Meeting will be set forth in the Company’s Definitive Proxy Statement on Schedule 14A to be filed with the Securities and Exchange Commission (“SEC”). The record date for the 2026 Annual Meeting is September 18, 2026. Stockholders owning the Company’s common stock at the close of business on such record date, or their legal proxy holders, are entitled to vote at the 2026 Annual Meeting. The Company reserves the right to change the record date or the meeting date.

Because the date of the 2026 Annual Meeting is being delayed by more than 30 days from the anniversary date of the Company’s 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”), in accordance with Rule 14a-5(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company is hereby informing shareholders of such change. In addition, because the 2026 Annual Meeting will be held more than 30 days from the anniversary date of the 2025 Annual Meeting, the deadlines for stockholders’ nominations or proposals for consideration at the 2026 Annual Meeting set forth in the Company’s proxy statement for the 2025 Annual Meeting no longer apply. Further, because the 2026 Annual Meeting will be held more than 60 days from the anniversary date of the 2025 Annual Meeting, the deadlines set forth in the proxy statement for the 2025 Annual Meeting for shareholders to submit a notice of a proposal outside the processes of Rule 14a-8 of the Exchange Act and a notice of proposed director nominations, in each case for consideration at the 2026 Annual Meeting, no longer apply. As such, the Company is filing this Current Report on Form 8-K to inform stockholders of this change and to provide the due date for the submission of any qualified stockholder proposals or qualified stockholder director nominations.

Stockholders of the Company who wish to have a proposal considered for inclusion in the Company’s proxy materials for the 2026 Annual Meeting pursuant to Rule 14a-8 under the Exchange Act must ensure that such proposal is delivered to or mailed to and received by the Company’s Secretary at SunPower Inc., 1403 N. Research Way, Orem, UT 84097 no later than September 28, 2026, which the Company has determined to be a reasonable time before it expects to begin to print and distribute its proxy materials. Such proposals must comply with all applicable procedures and requirements of Rule 14a-8.

Any stockholder who intends to submit a director nomination or who intends to submit a proposal regarding any matter of business at the 2026 Annual Meeting other than in accordance with Rule 14a-8 or otherwise must similarly make sure that such nomination or proposal and related notice comply with all applicable rules of the SEC, the Delaware General Corporation Law and the Company’s Second Amended and Restated Bylaws, and are delivered to, or mailed and received at, the Company’s principal executive offices on or before the close of business on September 28, 2026. Any director nominations and stockholder proposals received after this deadline will be considered untimely and will not be considered for inclusion in the proxy materials for the 2026 Annual Meeting nor will they be considered at the 2026 Annual Meeting.

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SIGNATURES

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.

	SunPower Inc.
Dated: September 17, 2026
	By:	/s/ Thurman J. Rodgers
		Thurman J. Rodgers
		Chief Executive Officer

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