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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):
February 2, 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.) |
| 45700 Northport Loop East, Fremont, CA |
|
94538 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (510) 270-2507
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 of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Jeanne Nguyen Resignation
On February 2, 2026, Jeanne Nguyen resigned
from her position as interim Chief Financial Officer of SunPower Inc. (the “Company”). Ms. Nguyen will continue to serve as
the Company’s Chief Accounting Officer.
Appointment of Chief Financial Officer and
Principal Financial Officer
The Company appointed Wendell Laidley as the Company’s
Chief Financial Officer and Principal Financial Officer, effective February 2, 2026.
Mr. Laidley, age 56, has more than 30 years of
finance and accounting experience. Before joining the Company, Mr. Laidley served as chief financial officer of Lumio from May 2021 until
August 2022. Mr. Laidley also served as CFO of Life360 from February 2019 to July 2020. Prior to that, Mr. Laidley held various finance
and accounting positions, including with Big Switch Networks, AppDynamics, RS Investments, Credit Suisse First Boston and Deutsche Bank.
On February 1, 2026, the Company entered into
an offer letter (the “Offer Letter”) with Mr. Laidley in connection with his employment as Chief Financial Officer.
Pursuant to the Offer Letter, Mr. Laidley will have an annual base salary of $400,000 and an annual target bonus opportunity of 50% of
his base salary. Mr. Laidley will be granted 1,200,000 restricted stock units (“RSUs”), of which the first 20% will
be subject to a 12-month “cliff” vesting provision and with the remainder vesting ratably on an annual basis over the course
of the following four years. The foregoing description of the Offer Letter is only a summary and is qualified in its entirety by the full
text of the Offer Letter, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
No arrangement or understanding exists between
Mr. Laidley and any other person pursuant to which Mr. Laidley was selected to serve as the Company’s Chief Financial Officer and
its Principal Financial Officer.
There are no family relationships between Mr.
Laidley and any director or executive officer of the Company that would be required to be disclosed pursuant to Item 401(d) of Regulation
S-K, and there are no transactions involving Mr. Laidley that would be required to be disclosed pursuant to Item 404(a) of Regulation
S-K.
| Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits
Exhibit
Number |
|
Description |
| 10.1 |
|
Offer Letter between SunPower Inc. and Wendell Laidley. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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: February 5, 2026 |
|
| |
By: |
/s/ Thurman J. Rodgers |
| |
|
Thurman J. Rodgers |
| |
|
Chief Executive Officer |
