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Wolfspeed:024年度报告

2025-08-26 美股财报 喜马拉雅
报告封面

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedJune 29, 2025 or☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromto Commission file number001-40863 WOLFSPEED, INC. Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-Tduring the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of theExchange Act. Acceleratedfiler☐Smallerreportingcompany☐Emerging growth company☐ Large accelerated filer☒Non-accelerated filer☐ 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 revisedfinancial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of common stock held by non-affiliates of the registrant as of December27, 2024, the last business day of the registrant’s most recentlycompleted second fiscal quarter, was $1,006,783,030(based on the closing sale price of $7.29 per share). The number of shares of the registrant’s Common Stock, $0.00125 par value per share, outstanding as of August20, 2025 was156,471,999. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive Proxy Statement to be delivered to shareholders in connection with the 2025 Annual Meeting of Shareholders to be held on or about December16, 2025 are incorporated by reference into Part III. WOLFSPEED, INC.FORM 10-KFor the Fiscal Year Ended June29, 2025 TABLE OF CONTENTS Part I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures Part II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities40Item 6.Reserved41Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations42Item7A.Quantitative and Qualitative Disclosures About Market Risk60Item 8.Financial Statements and Supplementary Data61Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure116Item 9A.Controls and Procedures116Item 9B.Other Information117Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections117 PartIII Item10.Directors, Executive Officers and Corporate Governance118Item 11.Executive Compensation118Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters118Item 13.Certain Relationships and Related Transactions, and Director Independence118Item 14.Principal Accountant Fees and Services118 PARTIV Item 15.Exhibits and Financial Statement Schedules119Item 16.Form 10-K Summary122 Forward-Looking Information Information set forth in this Annual Report on Form 10-K (this "Annual Report") contains various “forward-looking statements”within the meaning of Section27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section21E of the SecuritiesExchange Act of 1934, as amended (the "Exchange Act"). All information contained in this report relative to future markets for ourproducts and trends in and