SunPower holders approve 1-for-5 to 1-for-35 reverse split

The reverse-split amendment received 209,478,498 votes for, 5,765,557 against and 715,809 abstentions.

Available on EDGAR 11/05/2026 - 04:08 PM EST Accepted by SEC EDGAR 11/05/2026 - 04:07 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

SunPower Inc. stockholders approved an amendment authorizing a reverse split of issued and outstanding common stock at a ratio from 1-for-5 to 1-for-35. The board may set the exact ratio within that range without another stockholder vote and may abandon the amendment before filing it.

Stockholders elected Thurman J. Rodgers, Antonio R. Alvarez, William J. Anderson, Adam Gishen, Chris Lundell, Lothar Maier, J. Daniel McCranie, Ronald Pasek, Tidjane Thiam, Bernard Gutmann and Devin Whatley as directors through the 2027 annual meeting. They also ratified BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending January 3, 2027.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Approved reverse-split ratio range: 1-for-5 to 1-for-35 Votes for reverse-split amendment: 209,478,498 votes Votes against reverse-split amendment: 5,765,557 votes +4 more

7 metrics

Approved reverse-split ratio range 1-for-5 to 1-for-35 Range approved by stockholders

Votes for reverse-split amendment 209,478,498 votes 2026 annual meeting

Votes against reverse-split amendment 5,765,557 votes 2026 annual meeting

Abstentions on reverse-split amendment 715,809 votes 2026 annual meeting

Votes for auditor ratification 209,774,351 votes BDO USA, P.C. selection

Votes against auditor ratification 4,156,581 votes BDO USA, P.C. selection

Abstentions on auditor ratification 2,028,932 votes BDO USA, P.C. selection

Key Terms

reverse stock split, broker non-votes, independent registered public accounting firm

3 terms

reverse stock split technical

"to effect a reverse stock split of the Company’s issued and outstanding shares"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

broker non-votes financial

"BROKER NON-VOTES"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm regulatory

"as the Company’s independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

FAQ

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

How many votes did SPWR's reverse-split amendment receive?

The amendment received 209,478,498 votes for, 5,765,557 votes against and 715,809 abstentions. Stockholders approved an amendment covering a ratio range of 1-for-5 to 1-for-35.

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

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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): November 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.)

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 5.07 Submission of Matters to a Vote of Security Holders.

SunPower Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders on November 2, 2026. Set forth below are the final results of the voting with respect to each matter acted upon at the 2026 Annual Meeting of Stockholders. The proposals are described in further detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on September 28, 2026.

Proposal 1 – Election of directors

The stockholders duly elected each of Thurman J. Rodgers, Antonio R. Alvarez, William J. Anderson, Adam Gishen, Chris Lundell, Lothar Maier, J. Daniel McCranie, Ronald Pasek, Tidjane Thiam, Bernard Gutmann, and Devin Whatley to serve as directors of the Company until the 2027 annual meeting of stockholders.

NOMINEE		VOTES FOR		WITHHELD		BROKER NON-VOTES
Thurman J. Rodgers		151,228,050		19,406,270		45,325,544
Antonio R. Alvarez		150,623,105		20,011,215		45,325,544
William J. Anderson		154,200,215		16,434,105		45,325,544
Adam Gishen		160,030,074		10,604,246		45,325,544
Chris Lundell		165,926,940		4,707,380		45,325,544
Lothar Maier		163,848,537		6,785,783		45,325,544
J. Daniel McCranie		165,241,038		5,393,282		45,325,544
Ronald Pasek		160,068,238		10,566,082		45,325,544
Tidjane Thiam		150,500,296		20,134,024		45,325,544
Bernard Gutmann		162,922,046		7,712,274		45,325,544
Devin Whatley		151,111,686		19,522,634		45,325,544

Proposal 2 – Approval of amendment to certificate of incorporation for reverse stock split

The stockholders approved an amendment to the Company’s Certificate of Incorporation, as previously amended, to effect a reverse stock split of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share, at a ratio ranging from 1-for-5 to 1-for-35, with the exact ratio to be set within that range at the discretion of the Company’s Board of Directors without further approval or authorization of its stockholders, and with its Board of Directors retaining the authority to abandon the amendment at any time prior to the filing thereof.

VOTES FOR		VOTES AGAINST		ABSTAIN		BROKER NON-VOTES
209,478,498		5,765,557		715,809		—

Proposal 3 – Ratification of the selection of independent registered public accounting firm

The stockholders ratified the selection of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending January 3, 2027.

VOTES FOR		VOTES AGAINST		ABSTAIN		BROKER NON-VOTES
209,774,351		4,156,581		2,028,932		—

1

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: November 5, 2026	By:	/s/ Tom Kowalczuk
		Tom Kowalczuk
		Chief Financial Officer

2

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.8 KB
• EX-101 XBRL DEFINITION FILE 26.1 KB
• EX-101 XBRL LABEL FILE 36.1 KB
• EX-101 XBRL PRESENTATION FILE 24.8 KB