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SunPower Inc. S-1 Filings

SPWR NASDAQ

Every S-1 that SunPower Inc. (SPWR) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A S-1 covers the registration statement a company files to sell shares publicly, so if you follow SPWR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SPWR filings page.

Rhea-AI Summary

SunPower Inc. is registering up to 45,571,137 shares of common stock for resale by selling securityholders. The shares comprise 19,300,991 Exchange Shares issued in lieu of approximately $10.7 million of cash interest on its 7.0%, 10.0% and 12.0% Convertible Senior Notes due 2029, and 26,270,146 FPA Shares issued or issuable under OTC Equity Prepaid Forward Transaction Settlement Agreements.

SunPower will not sell any shares or receive proceeds from these resales, while bearing the registration costs. Shares outstanding were 183,057,547 as of July 16, 2026 and would be 228,628,684 if all FPA Shares are issued.

The company discloses substantial doubt about its ability to continue as a going concern, citing a $44.3 million net loss from continuing operations in 2025, a $19.2 million loss in the thirteen weeks ended March 29, 2026, an accumulated deficit of $451.5 million, debt obligations and cash of $9.5 million as of that date. It reports material weaknesses in internal control, restated 2025 interim results, received a Nasdaq minimum-bid-price deficiency notice, and is relying on recent 10.0% secured note financings and cost-control actions, including a 115-employee reduction in force.

Rhea-AI Summary

SunPower Inc. is registering up to 13,227,150 shares of common stock for resale by existing securityholders. These shares include 6,666,666 Sunder acquisition shares, 1,805,705 Cobalt acquisition shares, 380,000 shares issuable on exercise of the Ayna 2026 Warrant and up to 4,424,779 shares issuable upon conversion of 10% convertible notes.

The company is not selling any securities in this offering and will not receive proceeds from resales, though it could receive cash upon warrant exercises or note conversions. Shares outstanding were 150,283,214 as of June 22, 2026, and would be 163,560,364 if all registered issuable shares are issued.

The prospectus highlights a history of significant losses, substantial doubt about the company’s ability to continue as a going concern, high debt levels and material weaknesses in internal control over financial reporting, alongside growth via multiple acquisitions and reliance on shrinking tax incentives and evolving trade policies.

Rhea-AI Summary

SunPower Inc. is registering up to 39,534,884 shares of common stock for resale by YA II PN, LTD. (“Yorkville”). The shares include up to 25,000,000 shares that SunPower may sell to Yorkville under a standby equity purchase agreement and up to 14,534,884 shares issuable upon conversion of a $10.0 million YA convertible debenture. SunPower will not receive proceeds from Yorkville’s resales but has already received $1.71 million from a pre-paid SEPA advance and $9.0 million from the debenture and may raise additional equity over time through SEPA advances. The company highlights significant leverage, a recent $41.0 million 10.0% notes financing, cost-cutting measures including layoffs and a four-day workweek, a going concern warning, and the potential for substantial dilution as these securities are issued and resold.

Rhea-AI Summary

SunPower Inc. has filed an S-1 to register up to 55,088,493 shares of common stock for resale by existing investors. This includes up to 36,283,183 shares issuable upon conversion of its 10.0% convertible senior secured notes due 2029 and 18,805,310 shares previously issued in note exchanges.

SunPower will not receive any proceeds from these sales but will bear registration costs. As of May 15, 2026, 145,819,663 shares were outstanding; if all registered shares were issued and sold, they would equal about 27.4% of shares outstanding and 33.6% of non‑affiliate shares. The prospectus highlights a history of losses, a going concern warning, significant debt, material weaknesses in internal controls leading to restatements, and reliance on incentives and net metering in a changing policy and tariff environment.

Rhea-AI Summary

SunPower Inc. has filed a resale registration covering up to 65,385,828 shares of common stock to be sold from time to time by existing holders. The shares include stock previously issued in the Ambia and Sunder acquisitions, shares underlying 7% convertible senior notes due 2029, and shares held by certain former affiliates.

SunPower will not sell any securities in this offering and will not receive proceeds from share resales, though it will bear registration expenses. As of January 29, 2026, 112,776,028 shares were outstanding, with a pro forma figure of 178,161,856 shares assuming full note conversion and resale registration.

The company has grown through multiple acquisitions, including SunPower Businesses, Sunder, Ambia and Cobalt, and has issued 7% convertible notes maturing in 2029. It operates as an emerging growth and smaller reporting company and highlights substantial risks, including recurring losses, going concern doubts, a need for additional capital, material weaknesses in internal controls, heavy reliance on government incentives and net metering, exposure to tariffs and trade actions, and sensitivity to macroeconomic conditions and interest rates.

Rhea-AI Summary

SunPower Inc. is registering the resale of up to 22,381,878 shares of common stock held by YA II PN, LTD (Yorkville), not issuing new shares directly to the public. These shares consist of 175,000 commitment shares and up to 22,206,878 shares issuable upon conversion of Yorkville’s convertible promissory notes under a standby equity purchase agreement.

SunPower has already received $1,710,000 from a $1,900,000 note and may receive up to an additional $16,290,000 from further notes. As of January 29, 2026, 112,776,028 shares were outstanding, and full issuance would raise that to 135,157,906 shares, increasing dilution for existing holders. The purchase agreement also permits future equity advances up to $25.0 million, subject to an exchange cap of 22,381,878 shares and a 4.99% beneficial ownership limit for Yorkville.

Rhea-AI Summary

SunPower Inc. is registering up to 48,521,163 shares of common stock for potential resale by White Lion Capital, LLC under an existing equity line agreement. These shares are in addition to 6,928,837 shares SunPower has already issued to White Lion, and are part of a total commitment of up to $55.0 million of common stock that SunPower may sell to White Lion through December 31, 2027. SunPower itself will not receive any proceeds from White Lion’s resale of the registered shares, but may receive up to $48.5 million from issuing the shares to White Lion assuming a price of $1.00 per share.

As of January 12, 2026, SunPower had 111,888,493 shares outstanding, and if all 48,521,163 registered shares were issued and outstanding, they would represent about 30.2% of total shares and 48.5% of non‑affiliate shares. The company highlights a history of losses, an accumulated deficit of $442.6 million, limited cash of $5.1 million as of September 28, 2025, and conditions that raise substantial doubt about its ability to continue as a going concern. SunPower also discloses material weaknesses in internal control over financial reporting and recent delays in SEC filings, which have made it ineligible to use Form S‑3 and may limit future access to capital markets.