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[SCHEDULE 13G/A] WOLFSPEED, INC. Amended Passive Investment Disclosure

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Renesas Electronics America Inc. filed an amendment to a Schedule 13G/A reporting beneficial ownership of Wolfspeed, Inc. common stock. The filing states 18,745,855 shares as the reported beneficial amount, reflecting 16,852,372 currently owned shares plus 1,893,483 shares issuable on conversion of Convertible Notes. The reporting parties state a 39.9% beneficial ownership limitation effective January 29, 2026. The filing cites 45,088,611 shares outstanding as of February 28, 2026 and discloses shared voting power of 4,463,772 and shared dispositive power of 18,745,855. The filing explains excluded potential issuances: 9,202,764 shares issuable on conversion of additional Convertible Notes and 4,943,555 shares issuable upon exercise of a warrant would not be included because of the 39.9% limit. The filing is signed by Takahiro Homma on May 11, 2026.

Positive

  • None.

Negative

  • None.

Insights

Renesas reports near-40% economic exposure constrained by an investor agreement.

The filing records 18,745,855 shares of beneficial ownership, representing a 39.9% ownership cap agreed effective January 29, 2026. That cap limits inclusion of additional conversion and warrant issuances when calculating reported ownership.

This structure means future conversions or warrant exercises are subject to the contractual ownership ceiling; subsequent disclosures or amendments should state whether the ceiling is adjusted or lifted.

Amendment clarifies counts and mechanics tied to convertible notes and warrants.

The filing itemizes 16,852,372 currently owned shares plus 1,893,483 shares issuable on conversion of specific Convertible Notes (the "Currently Issuable Shares") and ties the reported percentage to 45,088,611 shares outstanding as of February 28, 2026. It expressly excludes 9,202,764 additional convertible-note issuable shares and 4,943,555 warrant-issuable shares due to the 39.9% contractual limit.

Future SEC filings should continue to show whether conversions or exercises are restricted by the investor-rights and disposition agreement; timing and cash-flow treatment are not discussed here.






97785W106

(CUSIP Number)
03/31/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G





SCHEDULE 13G




Comment for Type of Reporting Person: Item 9 is based on (i) 16,852,372 shares of Common Stock and (ii) 1,893,483 shares of Common Stock currently issuable upon conversion of the Issuer's 2.5% Convertible Second Lien Senior Secured Notes due 2031 (the "Convertible Notes") held by Renesas Electronics America Inc. ("REA") (the "Currently Issuable Shares").


SCHEDULE 13G



Renesas Electronics America Inc.
Signature:/s/ Takahiro Homma
Name/Title:Takahiro Homma - Authorized Signatory
Date:05/11/2026
Renesas Electronics Corporation
Signature:/s/ Takahiro Homma
Name/Title:Takahiro Homma - General Counsel
Date:05/11/2026
Exhibit Information

Exhibit 99.1 JOINT FILING STATEMENT