SunPower CEO gets 7.9M shares via $2M SAFE
SunPower CEO and major holder Thurman J. Rodgers converted a $2 million SAFE into 7.87 million SunPower common shares held through a revocable trust.
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Form Type
4
Rhea-AI Filing Summary
SunPower Inc. (SPWR) director, chief executive officer and ten percent owner Thurman J. Rodgers reported transactions involving a Simple Agreement for Future Equity and common stock. On August 24, 2026, the Rodgers Massey Revocable Trust purchased a SAFE for $2,000,000. On September 4, 2026, that SAFE was converted into 7,870,917 shares of SunPower common stock held indirectly by the Revocable Trust. Additional indirect holdings are reported through various trusts and an LLC, and 8,842 shares are held directly.
Insider Trade Summary
0 shares exercised/converted
Exercise
8 txns
Insider
Rodgers Thurman J
Role
Chief Executive Officer
Bought
0 shs
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| In-the-Money Exercise | Simple Agreement for Future Equity F2 | -- | $0.00 | -- |
| In-the-Money Exercise | Common Stock F2 | 7,870,917 | $0.2541 | $2.00M |
| Purchase | Simple Agreement for Future Equity F1 | -- | $2,000,000.00 | -- |
| holding | Common Stock F3 | -- | -- | -- |
| holding | Common Stock F4 | -- | -- | -- |
| holding | Common Stock F5 | -- | -- | -- |
| holding | Common Stock F6 | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Simple Agreement for Future Equity — 0 contracts (Indirect, See Footnote);
Common Stock — 40,571,818 shares (Indirect, See note);
Common Stock — 8,842 shares (Direct)
Footnotes (6)
- F1. On 8/24/2026, the Rodgers Massey Revocable Trust, for which the Reporting Person and his spouse serve as trustees (the "Revocable Trust"), purchased a simple agreement for future equity (the "SAFE") in exchange for $2,000,000. The SAFE was automatically convertible at the closing of the first financing transaction completed by the Issuer following the issuance of the SAFE. At the closing of such financing transaction, the SAFE was convertible into $2,000,000 of shares, units or increment of the securities issued in such financing transaction based on the price per share, unit or increment of the securities issued and sold by the Issuer, and subject to the terms and conditions of the SAFE. The SAFE was converted into 7,870,917 shares of common stock on 9/4/2026.
- F2. On 9/4/2026, the SAFE was converted into 7,870,917 shares of the Issuer's common stock pursuant to the Securities Purchase Agreement dated 9/2/2026 between the Issuer and the Revocable Trust. Such common stock is held by the Revocable Trust, for which the Reporting Person and his spouse serve as trustees.
- F3. These shares are held by the Rodgers Family Freedom and Free Markets Charitable Trust (the "Charitable Trust"). The reporting person and his spouse serve as trustees of the Charitable Trust.
- F4. These shares are held by Rodgers Capital, LLC. The reporting person is the manager of Rodgers Capital, LLC.
- F5. These shares are held by the TJ Rodgers 2012 Irrevocable Trust dtd 12/26/12, for which the reporting person serves as trustee.
- F6. These shares are held by the Valeta Massey 2012 Irrevocable Trust dtd 12/26/12, for which the reporting person's spouse serves as trustee.
Key Figures
SAFE purchase amount: $2,000,000
Shares issued on SAFE conversion: 7,870,917 shares
Common stock transaction price: $0.2541 per share
+2 more
5 metrics
SAFE purchase amount
$2,000,000
Consideration paid by the Rodgers Massey Revocable Trust on August 24, 2026 for the SAFE
Shares issued on SAFE conversion
7,870,917 shares
Common stock into which the SAFE converted on September 4, 2026
Common stock transaction price
$0.2541 per share
Reported price for 7,870,917 common shares acquired indirectly on September 4, 2026
Direct common stock holdings
8,842 shares
Directly held SunPower common stock position reported as of August 24, 2026
SAFE underlying shares
7,870,917 shares
Underlying common stock referenced for the SAFE held by the Rodgers Massey Revocable Trust
Key Terms
Simple Agreement for Future Equity, SAFE, Securities Purchase Agreement, Revocable Trust
4 terms
Simple Agreement for Future Equity financial
"purchased a simple agreement for future equity (the "SAFE") in exchange for $2,000,000"
A simple agreement for future equity is an investment contract that gives an investor the right to receive company shares at a later financing event or sale instead of getting shares immediately. Think of it like a voucher that converts into ownership once the company’s value is formally set; it matters to investors because it fixes how and when ownership is awarded, affects how much of the company they ultimately own, and influences dilution and return potential.
SAFE financial
"The SAFE was converted into 7,870,917 shares of common stock on 9/4/2026."
Securities Purchase Agreement financial
"pursuant to the Securities Purchase Agreement dated 9/2/2026 between the Issuer and the Revocable Trust"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
Revocable Trust financial
"the Rodgers Massey Revocable Trust, for which the Reporting Person and his spouse serve as trustees"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did SPWR insider Thurman J. Rodgers report on this Form 4?
He reported that a revocable trust associated with him bought a $2,000,000 Simple Agreement for Future Equity on August 24, 2026, which was later converted into 7,870,917 shares of SunPower common stock on September 4, 2026, held indirectly by the trust.
Was a Rule 10b5-1 trading plan involved in these SPWR transactions?
No. The filing does not indicate that the transactions were made under a Rule 10b5-1 trading plan; its plan-related checkbox is not affirmed, and the footnotes describe the SAFE financing and conversion mechanics instead.
What is the size of Thurman J. Rodgers’ direct SPWR holding after these transactions?
The Form 4 shows a direct holding of 8,842 shares of SunPower common stock as of August 24, 2026. Separate indirect holdings are reported through the revocable trust, charitable trust, LLC, and irrevocable trusts.
AI-generated analysis. How Rhea-AI works. Not financial advice.
