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Wolfspeed Inc美股招股说明书(2026-02-06版)

2026-02-06美股招股说明书光***
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Wolfspeed Inc美股招股说明书(2026-02-06版)

WOLFSPEED, INC. This prospectus supplement updates, amends and supplements the prospectus dated December 15, 2025 (the “Prospectus”), whichforms a part of our Registration Statement on Form S-1 (Registration No. 333-291524). Capitalized terms used in this prospectussupplement and not otherwise defined herein have the meanings specified in the Prospectus. This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with theinformation contained in our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission (“SEC”) onFebruary 6, 2026, which is set forth below. This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction withthe Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent thatthe information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep thisprospectus supplement with your Prospectus for future reference. Our shares of Common Stock are listed on the New York Stock Exchange (the “NYSE”) under the symbol “WOLF.” On February 5,2026, the closing sale price of our Common Stock was $15.53 per share. Investing in shares of our Common Stock involves a high degree of risk. You should carefully review the risks anduncertainties that are described in the “Risk Factors” section beginning on page 6 of the Prospectus and under similarheadings in any amendments or supplements to the Prospectus or in the documents incorporated by reference into theProspectus. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved ordisapproved of these securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Anyrepresentation to the contrary is a criminal offense. The date of this prospectus supplement is February 6, 2026 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 10-Q(Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended December 28, 2025or☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission file number 001-40863__________________________________________ WOLFSPEED, INC. (Exact name of registrant as specified in its charter) 56-1572719 (I.R.S. Employer Identification No.) (919) 407-5300(Registrant’s telephone number, including area code)Securities registered pursuant to Section 12(b) of the Act:Trading Symbol(s)Name of each exchange on which registered 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 of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to suchfiling requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch 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, oran emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growthcompany" in Rule 12b-2 of the Exchange Act.☐ Large accelerated filer☒Non-accelerated filer☐ AcceleratedfilerSmallerreportingcompany☐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 anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the SecuritiesExchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes☒No☐ The number of shares outstanding of the registrant’s common stock, par value $0.00125 per share, as of January31, 2026, was 45,088,678. For the Quarterly Period Ended December28, 2025 Table of Contents Part I. Financial InformationItem 1. Financial Statements (Unaudited)Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II. Other InformationItem 1.