SunPower ten percent holder reports 40M shares
Amended Form 3 for SPWR identifies additional affiliated ten percent owners and details sizable indirect equity and convertible note positions.
Rhea-AI Filing Summary
SunPower Inc. (SPWR) received an amended initial ownership report indicating that entities and individuals affiliated with L. John Doerr, Ann Doerr, and Barbara Hager are ten percent owners through indirect holdings in Foris Ventures, LLC and The Vallejo Ventures Trust U/T/A 2/12/96. As of September 4, 2026, these affiliated entities report large positions in SunPower common stock and related convertible and warrant securities, with the filers expressly disclaiming beneficial ownership beyond their pecuniary interests.
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Insights
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Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
DOERR L JOHN, Doerr Ann Howland, Hager Barbara, Foris Ventures, LLC, Vallejo Ventures Trust UTA 21296
Role
10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | 10.00% Convertible Senior Secured Note due 2029 F3, F1 | -- | -- | -- |
| holding | Warrant (Right to Buy) F1 | -- | -- | -- |
| holding | Common Stock F1 | -- | -- | -- |
| holding | Common Stock F2 | -- | -- | -- |
Holdings After Transaction:
10.00% Convertible Senior Secured Note due 2029 — 3,051,572 contracts (Indirect, By Foris Ventures, LLC);
Warrant (Right to Buy) — 121,176 contracts (Indirect, By Foris Ventures, LLC);
Common Stock — 40,023,511 shares (Indirect, By Foris Ventures, LLC);
Common Stock — 1,528,421 shares (Indirect, By The Vallejo Ventures Trust U/T/A 2/12/96)
Footnotes (3)
- F1. The Vallejo Ventures Trust U/T/A 2/12/96 ("VVT") is the member of Foris Ventures, LLC ("Foris"). L. John Doerr and Ann Doerr are the trustees of VVT. Barbara Hager is the special trustee of VVT and manager of Foris. By virtue of these relationships, each of VVT, L. John Doerr, Ann Doerr and Barbara Hager may be deemed to have the power to vote and dispose of shares held by Foris. Each of VVT, L. John Doerr, Ann Doerr and Barbara Hager disclaims beneficial ownership of the shares held by Foris except to the extent of his, her or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- F2. L. John Doerr and Ann Doerr are the trustees of VVT. Barbara Hager is the special trustee of VVT and manager of Foris. By virtue of these relationships, L. John Doerr, Ann Doerr and Barbara Hager may be deemed to have the power to vote and dispose of shares held by VVT. Each of L. John Doerr, Ann Doerr and Barbara Hager disclaims beneficial ownership of the shares held by VVT except to the extent of his or her pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- F3. The 10.00% Convertible Senior Secured Note due 2029 held by Foris (the "Convertible Note") is convertible into shares of the Company's Common Stock at a conversion rate of 610.3143 shares per $1,000 in principal (which conversion rate is subject to adjustment in certain circumstances), representing an effective conversion price of approximately $1.64 per share. The principal amount of the Convertible Note is $5,000,000. The Convertible Note matures on May 1, 2029, unless earlier converted or repurchased. The Reporting Person may convert all or any portion of the Convertible Note prior to the close of business on the business day immediately preceding the maturity date.
Key Figures
Foris common stock holdings: 40,023,511 shares
Trust common stock holdings: 1,528,421 shares
Convertible note principal: $5,000,000
+5 more
8 metrics
Foris common stock holdings
40,023,511 shares
Indirect SPWR common stock held by Foris Ventures, LLC as of September 4, 2026
Trust common stock holdings
1,528,421 shares
Indirect SPWR common stock held by The Vallejo Ventures Trust U/T/A 2/12/96 as of September 4, 2026
Convertible note principal
$5,000,000
Principal amount of 10.00% Convertible Senior Secured Note due 2029 held by Foris
Convertible note underlying shares
3,051,572 shares
SPWR common shares underlying the 10.00% Convertible Senior Secured Note due 2029
Conversion rate
610.3143 shares per $1,000 principal
Conversion rate of the 10.00% Convertible Senior Secured Note due 2029
Effective conversion price
Approximately $1.64 per share
Implied from the note’s stated conversion rate
Warrant underlying shares
121,176 shares
SPWR common shares underlying warrant held by Foris Ventures, LLC
Warrant exercise price
$11.50 per share
Exercise price of the warrant expiring July 18, 2028
Key Terms
Convertible Senior Secured Note, conversion rate, effective conversion price, beneficial ownership, +2 more
6 terms
Convertible Senior Secured Note financial
"The 10.00% Convertible Senior Secured Note due 2029 held by Foris"
conversion rate financial
"is convertible into shares of the Company's Common Stock at a conversion rate"
Conversion rate is the proportion of items, people or contracts that take a desired action out of the total possible — for example the share of website visitors who make a purchase, or the number of convertible bonds that are exchanged for shares. Investors care because it measures how effectively a business or financial instrument turns opportunity into real outcomes, like sales or share issuance, which directly affects revenue, cash flow and ownership dilution.
effective conversion price financial
"representing an effective conversion price of approximately $1.64 per share"
The effective conversion price is the actual price per share an investor ends up paying when a convertible security (like a convertible bond or preferred) is converted into common stock. It’s calculated by dividing the amount invested plus any accrued interest, fees or adjustments by the number of shares received, and can reflect anti-dilution clauses or conversion discounts; investors use it to compare the converted stake’s real cost to the market price, like checking the true per-item price after using a coupon.
beneficial ownership regulatory
"Each of VVT, L. John Doerr, Ann Doerr and Barbara Hager disclaims beneficial ownership"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the shares held by Foris except to the extent of his, her or its pecuniary interest"
Section 16 of the Exchange Act regulatory
"for the purpose of Section 16 of the Exchange Act, or for any other purpose"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does the amended Form 3/A for SPWR disclose?
The amendment reports that affiliates of L. John Doerr, Ann Doerr, and Barbara Hager are ten percent owners of SunPower through indirect holdings in Foris Ventures, LLC and The Vallejo Ventures Trust, with detailed positions in common stock, a convertible note, and warrants.
Which reporting persons are listed as ten percent owners of SPWR?
The filing lists L. John Doerr, Ann Howland Doerr, Barbara Hager, Foris Ventures, LLC, and The Vallejo Ventures Trust U/T/A 2/12/96 as ten percent owners of SunPower Inc.
What are the key terms of the SPWR 10.00% Convertible Senior Secured Note due 2029?
The Foris-held note has a principal amount of $5,000,000, is convertible into 3,051,572 common shares at 610.3143 shares per $1,000, implying an effective conversion price of about $1.64 per share, and matures on May 1, 2029.
What SPWR warrant position is reported in the Form 3/A?
Foris Ventures, LLC holds a warrant exercisable for 121,176 SunPower common shares at an exercise price of $11.50 per share, with an expiration date of July 18, 2028.
Do the reporting persons claim full beneficial ownership of the SPWR securities?
No. The filing states that the reporting persons disclaim beneficial ownership of shares held by Foris and the trust except to the extent of their pecuniary interests and states it is not an admission of beneficial ownership for Section 16 purposes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
