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FMR LLC and Abigail P. Johnson report that they beneficially own 0 shares of Sequans Communications SA common stock, representing 0.0% of the class. The Schedule 13G/A (Amendment No. 2) lists 0.00 for sole and shared voting power and 0.00 for sole and shared dispositive power for both FMR LLC and Johnson, indicating no reported voting or investment authority over Sequans Communications SA common stock. The filing also confirms that the position falls under ownership of 5 percent or less of the class, and identifies FMR LLC as the reporting person, with an agreement among reporting persons referenced in Exhibit 99.
Sequans Communications S.A. reported preliminary, unaudited Q2 2026 revenue of $7.5 million, up 23.2% from Q1 2026 and down 8.4% from Q2 2025, with the prior-year quarter boosted by Qualcomm license and services revenue. Product sales drove most of Q2 revenue, rising 39.4% quarter over quarter and 83.7% year over year, supported by more than 40 design-win projects in mass production that represent 55% of a $300 million three-year product revenue pipeline and a backlog extending into 2027.
Gross margin was 32.9% versus 37.7% in Q1 2026 and 64.4% in Q2 2025, when Qualcomm-related revenue added 36 percentage points. Operating loss was $7.2 million compared with $50.5 million in Q1 2026 and $8.5 million in Q2 2025. Q2 results included a $3.0 million non-cash impairment on Bitcoin holdings and a $5.3 million realized net gain on Bitcoin sales; net loss was $9.8 million, or $0.65 per diluted ADS, while non-IFRS net loss was $4.0 million, or $0.27 per diluted ADS, substantially lower than in Q1 2026.
Cash and cash equivalents were $21.0 million at June 30, 2026, up from $10.6 million at March 31, 2026. The company held 314 Bitcoin with market value of $18.4 million, down from 1,514 Bitcoin valued at $103.2 million at March 31, 2026, after significant sales used primarily to redeem convertible debt. Sequans enters the second half of 2026 with a debt-free balance sheet and notes that all reported figures are preliminary and may change following final re-evaluation of the convertible debt.
Debray Bertrand reported acquisition or exercise transactions in this Form 4 filing.
SEQUANS COMMUNICATIONS Chief of Staff Bertrand Debray reported an equity award of 1,970,000 ordinary shares on May 7, 2026. The shares were granted at no cash cost as a compensation-related grant, not an open-market purchase. Following this award, Debray holds 2,757,518 ordinary shares, including 2,757,500 shares subject to vesting. Each American Depositary Share represents 100 ordinary shares.
SEQUANS COMMUNICATIONS CFO Norman Brodt filed an initial ownership report showing Restricted Share Units (RSUs) linked to 600,000 ordinary shares. These RSUs vest over time, with the final vesting date on August 5, 2028. The RSUs have no exercise price, and each American Depositary Share represents 100 ordinary shares.
Sequans Communications S.A. filed a report as a foreign private issuer describing a change in its certifying accountant. The company states it did not consult Forvis Mazars S.A. during 2024 or 2025, or through the filing date, on specific accounting applications, audit opinions, or any matters involving disagreements or reportable events.
The company provided these disclosures to its former auditor, Ernst & Young Audit, which issued a letter agreeing with specified statements in the filing. Ernst & Young notes that a previously disclosed material weakness in internal control over financial reporting, referenced in the company’s 2024 and 2025 annual reports, was considered when planning and performing its audits.
Sequans Communications reported a planned CFO transition. Longtime Chief Financial Officer Deborah Choate will retire effective June 30, 2026 after a 19-year tenure with the company. The current Vice President, Finance, Norman Brodt, will become CFO upon her retirement.
Management highlights Choate’s role in strengthening Sequans’ financial position and leading strategic initiatives, and notes that she will support a smooth transition. Brodt has served as VP Finance since January 2025 with responsibilities including financial planning, capital allocation, and reporting, and previously held senior finance roles at Alcatel Lucent/Nokia.
Sequans Communications has completed the redemption of all remaining convertible debt issued in July 2025, funded by selling part of its Bitcoin holdings. Management describes the company as moving to a near debt-free balance sheet, which simplifies its capital structure and increases financial flexibility.
After the transaction, Sequans holds approximately 658 Bitcoin, all unrestricted, and plans to gradually monetize these holdings as it exits its prior Bitcoin treasury strategy. The company emphasizes a renewed focus on its core IoT semiconductor business, including 4G LTE-M and Cat-1bis chipsets, its 5G eRedCap roadmap, and growing demand for its RF transceiver solutions in areas such as defense, drones, and industrial IoT.
Sequans Communications is calling a June 30, 2026 shareholders’ meeting to approve 2025 accounts and refresh its equity and governance framework. The statutory financial statements show a loss of €46,221,912, while consolidated accounts report a loss of US$109,278,706, both allocated to retained earnings.
Shareholders are asked to approve up to 25,000,000 stock subscription warrants for five non‑executive directors, each receiving 5,000,000 warrants at a €0.000001 subscription price, exercisable over ten years at 1/100th of the NYSE ADS closing price. The Board also seeks an overall ceiling of 150,000,000 new shares (about 10% of capital) for partner warrants and restricted free shares to employees and officers, and a separate authority to issue up to €7,500,000 in nominal share capital plus up to €15,000,000 of convertible debt for strategic transactions, all with preemptive rights waived for specified investors.
Additional items include updating non‑executive director cash compensation, renewing a director’s mandate, appointing Forvis Mazars S.A. as statutory auditor, amending bylaws to allow written board consultations and voting by correspondence, and an employee share issue authority up to 3% of capital, which the Board explicitly recommends shareholders reject.
Sequans Communications reports a Schedule 13G disclosing a 5.0% stake. Leviticus Partners, through Adam M. Hutt as Managing Member, reports beneficial ownership of 750,112 American Depositary Shares representing the class. The filing is dated 05/19/2026 and lists voting and dispositive power held solely by the reporting person.
SEQUANS COMMUNICATIONS CEO Georges M. Karam received an award of 6,000,000 Ordinary Shares as equity compensation. The Form 4 shows this as a grant/award acquisition at a price of $0.00 per share, meaning it was not an open-market purchase.
The footnotes describe the award as "restricted free shares," with all shares subject to vesting conditions. After this grant, Karam directly holds 11,472,772 Ordinary Shares, and 11,465,056 of these are subject to vesting. This reflects a large, structured compensation grant rather than a discretionary market trade.