Wolfspeed (NYSE: WOLF) cancels old stock, issues up to 2.18M shares

Rhea-AI Filing Summary

Wolfspeed, Inc. reports that its prepackaged Chapter 11 plan of reorganization has been confirmed by the bankruptcy court and implemented. As of September 29, 2025, all previously issued and outstanding shares of Wolfspeed common stock were cancelled. Existing common stockholders received their pro rata share of 1,306,903 new common shares, based on an exchange ratio of 0.008352 per old share. If specified regulatory milestones are achieved before the defined Regulatory Trigger Deadline, stockholders will also receive their pro rata share of an additional 871,287 common shares at an exchange ratio of 0.005568 per old share, for a total of 2,178,190 shares and a consolidated exchange ratio of 0.013920. If the Regulatory Trigger Deadline occurs without those milestones being achieved, stockholders will not receive the contingent shares.

Positive

• None.

Negative

• All previously issued Wolfspeed common shares cancelled, with legacy stockholders now relying on a much smaller allocation of new shares for their recovery.
• Contingent equity recovery depends on regulatory milestones; if they are not achieved before the Regulatory Trigger Deadline, existing stockholders receive none of the additional 871,287 shares.

Insights

Restructuring and distressed equity analyst

Wolfspeed’s confirmed Chapter 11 plan cancels old stock and offers limited new equity recovery.

The company has completed a key step in its Chapter 11 process with court confirmation and implementation of a prepackaged reorganization plan. All previously issued and outstanding common shares have been cancelled, and existing stockholders now participate only through a much smaller pool of new Wolfspeed common shares allocated on a pro rata basis.

Holders receive access to 1,306,903 new shares at an exchange ratio of 0.008352% per old share, with the possibility of an additional 871,287 shares at a 0.005568% exchange ratio if specified regulatory milestones are achieved before the Regulatory Trigger Deadline. Together these equate to 2,178,190 shares and a consolidated exchange ratio of 0.013920%, indicating a substantial reduction in their equity stake relative to pre‑petition levels.

The contingent portion of the recovery is tied to achieving the plan’s defined regulatory milestones before the Regulatory Trigger Deadline. If those milestones are not met by that point, stockholders receive only the initial distribution and no contingent shares, so the eventual equity outcome depends on whether those milestones are satisfied within the timetable described in the plan.

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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): September 29, 2025

WOLFSPEED, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-40863		56-1572719
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

4600 Silicon Drive
Durham		North Carolina		27703
(Address of principal executive offices)				(Zip Code)

(919) 407-5300

Registrant’s telephone number, including area code

N/A

(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 obligation 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		Name of each exchange on which registered
Common Stock, $0.00125 par value		WOLF		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Introductory Note

As previously disclosed, on June 30, 2025, Wolfspeed, Inc. (“Wolfspeed”) and its wholly owned subsidiary, Wolfspeed Texas LLC, filed voluntary petitions commencing cases (the “Chapter 11 Cases”) under Chapter 11 of Title 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Court”) to implement a prepackaged chapter 11 plan of reorganization (the “Plan”). The Chapter 11 Cases are jointly administered under the caption In re Wolfspeed, Inc., et al. A summary of the material terms of the Plan and related matters is contained in Wolfspeed’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 1, 2025 and is incorporated herein by reference.

On September 8, 2025, the Court entered the Order (I) Approving the Disclosure Statement, (II) Confirming the Joint Prepackaged Chapter 11 Plan of Reorganization of Wolfspeed, Inc. and Its Debtor Affiliate, and (III) Approving Entry into the Backstop Agreement [Docket No. 285], which, among other things, confirmed the Plan.

Item 8.01. Other Events

In accordance with the Plan, on September 29, 2025, all of the previously issued and outstanding shares of Wolfspeed’s common stock were cancelled, and existing common stockholders received their pro rata share of 1,306,903 shares of Wolfspeed’s common stock at an exchange ratio of 0.008352. If certain regulatory milestones are achieved prior to the Regulatory Trigger Deadline (as defined in the Plan), existing common stockholders will also receive their pro rata share of an additional 871,287 shares of Wolfspeed’s common stock at an exchange ratio of 0.005568. Therefore, if such regulatory milestones are achieved prior to the Regulatory Trigger Deadline, existing common stockholders will receive their pro rata share of 2,178,190 shares of Wolfspeed’s common stock in the aggregate, representing a consolidated exchange ratio of 0.013920. If the Regulatory Trigger Deadline occurs, then the existing common stockholders will not receive any of the contingent shares.

SIGNATURE

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.

WOLFSPEED, INC.
By:		/s/ Melissa Garrett
		Melissa Garrett Senior Vice President and General Counsel

Date: September 29, 2025

FAQ

What did Wolfspeed (WOLF) announce about its Chapter 11 reorganization?

Wolfspeed reported that its prepackaged Chapter 11 plan of reorganization has been confirmed by the bankruptcy court and implemented, restructuring its capital structure through cancellation of old common stock and issuance of new shares to existing holders.

What happened to existing Wolfspeed common stock under the plan?

As of September 29, 2025, all previously issued and outstanding Wolfspeed common stock was cancelled, and prior holders now participate only through new shares distributed under the confirmed plan.

How many new Wolfspeed shares do existing stockholders receive initially?

Existing Wolfspeed stockholders receive their pro rata share of 1,306,903 new common shares, based on an exchange ratio of 0.008352 per old share.

Is there potential additional equity recovery for Wolfspeed stockholders?

Yes. If specified regulatory milestones are achieved before the Regulatory Trigger Deadline defined in the plan, existing stockholders receive their pro rata share of an additional 871,287 common shares at an exchange ratio of 0.005568 per old share.

What is the total potential new Wolfspeed share allocation to current stockholders?

If the regulatory milestones are achieved in time, existing stockholders would receive their pro rata share of 2,178,190 new common shares in total, reflecting a consolidated exchange ratio of 0.013920 per old share.

What happens if the Regulatory Trigger Deadline occurs without milestones being met?

If the Regulatory Trigger Deadline occurs without the specified regulatory milestones being achieved, existing Wolfspeed stockholders do not receive the contingent 871,287 shares and are limited to the initial 1,306,903-share allocation.