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Form 8-K

sec.gov

8-K — SunPower Inc.

Accession: 0001213900-26-054740

Filed: 2026-05-12

Period: 2026-05-07

CIK: 0001838987

SIC: 1700 (CONSTRUCTION SPECIAL TRADE CONTRACTORS)

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0290197-8k_sunpower.htm (Primary)

EX-99.1 — PRESS RELEASE DATED MAY 12, 2026 (ea029019701ex99-1.htm)

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8-K — CURRENT REPORT

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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):

May 7, 2026

SunPower Inc.

(Exact name of registrant as specified in its

charter)

Delaware

001-40117

93-2279786

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1403 N. Research Way, Orem UT

84097

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including

area code: (877) 299-4943

(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 obligations 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(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

SPWR

The Nasdaq Global Market

Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share

SPWRW

The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange

Act of 1934 (§240.12b-2 of this chapter).

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. ☒

Item 2.02. Results of Operations and Financial Condition.

On May 12, 2026, SunPower Inc. (the “Company”)

issued a press release announcing its preliminary unaudited financial results for the first quarter of fiscal 2026 (“Q12026”)

(the “Preliminary Results”) and certain updated guidance for 2026 (the “Updated Guidance”). The

full text of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this Item 2.02, including Exhibit

99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange

Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing

made by the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except

as expressly set forth by specific reference in such filing.

Item 5.02. Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Wendell Laidley Resignation

On May 7, 2026, Wendell Laidley resigned from

his position as Chief Financial Officer of the Company. In connection with Mr. Laidley’s resignation, Thurman J. Rodgers (the Company’s

Chief Executive Officer) was appointed as the Company’s Principal Financial Officer, pending the Company’s appointment of

a replacement Chief Financial Officer.

Appointment of Bernard Gutmann as Director

On May 8, 2026, the Board of Directors (the

(“Board”) of the Company appointed Bernard Gutmann to serve as a director of the Company and as a member of the Audit Committee, effective immediately.

Mr. Gutmann will serve an initial term that will expire at the Company’s 2026 annual meeting of stockholders, when he will be

up for election for another term.

There are no transactions and no proposed transactions

between Mr. Gutmann (or any member of his immediate family) and the Company (or any of its subsidiaries), and there is no arrangement

or understanding between Mr. Gutmann and any other person or entity pursuant to which Mr. Gutmann was appointed as a director of the Company.

Mr. Gutmann will receive the same compensation

and indemnification as the Company’s other non-employee directors. The compensation paid to the Company’s directors is described

in the Company’s proxy statement filed with the Securities and Exchange Commission on May 1, 2025.

Item 7.01. Regulation FD Disclosure

The information furnished in Exhibit 99.1 is incorporated

by reference under this Item 7.01 as if fully set forth herein.

The information in this Item 7.01, including Exhibit

99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities

of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Securities Act or the

Exchange Act, except as expressly set forth by specific reference in such filing.

1

Preliminary and Unaudited Financial Results

The Preliminary Results and Updated Guidance are

preliminary and subject to the Company’s Q12026 financial closing, accounting and reporting processes, as well as the Company’s

actual performance. As a result, the Preliminary Results and Updated Guidance may change, including in connection with the finalization

of the Company’s financial closing, accounting and reporting processes, and they may not represent, as applicable, the actual financial

results for Q12026 or actual performance during 2026. In addition, the Preliminary Results and the Updated Guidance are not a comprehensive

statement of the Company’s financial results for Q1 2026, 2026 or any other period, should not be viewed as a substitute for full,

audited financial statements prepared in accordance with generally accepted accounting principles, and are not necessarily indicative

of the Company’s results for any future period. The Company undertakes no obligation to update the Preliminary Results or the Updated

Guidance provided in Exhibit 99.1

Non-GAAP Financial Measures

In addition to providing financial measurements

based on generally accepted accounting principles in the United States of America (“GAAP”), the Preliminary Results

include certain financial measures that are not prepared in accordance with GAAP (“non-GAAP”). Management of the Company

believes the non-GAAP financial measures included in the Preliminary Results, in addition to GAAP financial measures, are useful measures

of operating performance because the non-GAAP financial measures do not include the impact of items that management does not consider

indicative of the Company’s operating performance (as further detailed in the press release furnished as Exhibit 99.1), which facilitates

the analysis of the Company’s core operating results across reporting periods. Such non-GAAP financial measures do not replace the

presentation of the Company’s GAAP financial results and should only be used as a supplement to, not as a substitute for, the Company’s

financial results presented in accordance with GAAP. Descriptions of and reconciliations of the non-GAAP financial measures used in the

press release furnished as Exhibit 99.1 are included in such exhibit and related footnotes. Investors should carefully consider the GAAP

results presented in the press release furnished as Exhibit 99.1, as well as the Company’s preliminary non-GAAP information and

the reconciliations between these presentations included in the press release furnished as Exhibit 99.1, to more fully understand the

Company’s business. Non-GAAP financial measures are reported in addition to, and not as a substitute for, or superior to, financial

measures calculated in accordance with GAAP.

Forward Looking Statements

This Current Report and the exhibit incorporated

by reference herein contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the

Exchange Act about the Company and its industry that involve substantial risks and uncertainties. Forward-looking statements generally

relate to future events or the Company’s future financial or operating performance. In some cases, you can identify forward-looking

statements because they contain words such as “preliminary,” “will,” “goal,” “prioritize,”

“plan,” “target,” “expect,” “in the process”, “focus,” “forecast,”

“look forward,” “opportunity,” “believe,” “estimate,” “continue,” “anticipate,”

and “pursue” or the negative of these terms or similar expressions. Forward-looking statements in this Current Report and

the exhibit incorporated by reference herein include, without limitation: the Company’s Q12026 Preliminary Results, 2026 revenue

and operating income projections and the Updated Guidance; the Company’s expectations regarding its Q12026 and fiscal 2026 financial

performance; the anticipated timing for the filing of the Form 10-Q for Q12026 and the restatements for Q12025, Q22025 and Q32025; the

Company’s expectations regarding the timing of and its ability to raise additional capital, including with respect to any debt and

equity deals that may currently be in progress; and expectations and plans relating to cost control efforts and headcount reductions.

Actual results could differ materially from these forward-looking statements as a result of certain risks and uncertainties, including,

without limitation, the Company’s ability to implement further headcount reductions and cost controls, the Company’s ability

to raise capital and maintain expected cash balances, any adjustments, changes or revisions to the Company’s financial results arising

from its financial closing procedures, the completion of the Company’s financial statements for Q12026 and the filing of the related

Form 10-Q for Q12026, the completion of the restatements for Q12025, Q22025 and Q32025, and other risks and uncertainties applicable to

the Company’s business. For additional information on these risks and uncertainties and other potential factors that could affect

the Company’s business and financial results or cause actual results to differ from the results predicted, readers should carefully

consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s

annual report on Form 10-K filed with the SEC on April 14, 2026, the Company’s quarterly reports on Form 10-Q filed with the SEC

and other documents that we have filed with, or will file with, the Securities and Exchange Commission. Such filings identify and address

other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking

statements. Forward-looking statements in this press release speak only as of the date they are made. Readers are cautioned not to put

undue reliance on forward-looking statements, and the Company assumes no obligation and does not intend to update or revise these forward-looking

statements, whether as a result of new information, future events, or otherwise.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number

Description

99.1

Press release dated May 12, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

SIGNATURES

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.

Dated: May 12, 2026

SunPower Inc.

By:

/s/ Thurman J. Rodgers

Thurman J. Rodgers

Chief Executive Officer

3

EX-99.1 — PRESS RELEASE DATED MAY 12, 2026

EX-99.1

Filename: ea029019701ex99-1.htm · Sequence: 2

Exhibit

99.1

SunPower

Reports Q1’26 Results

● Q1’26

Revenue $72.8 million

● Q1’26

Op Inc ($12.9) million loss due to revenue miss and staffing for Q3’26 growth

● Convertible

note offering reduced debt by $40 million

● Bookings

increased to a record 4,446 jobs, up from 1,197 in Q1’25 due to acquisitions

● 2025

10K statement filed on time; difficult 10K audit

● We

plan to file the Q1’25-Q3’25 10Q restatements on time

OREM,

Utah (May 12, 2026) – SunPower Inc. (herein “SunPower,” the “Company,” or Nasdaq: “SPWR”),

a solar technology, services, and installation company, will present its Q1’26 results via webcast today, Tuesday, May 12, at 1:00pm

ET. Register for the webcast here or by visiting our Events page: https://investors.sunpower.com/news-events/events.

Fellow

Shareholders:

The

preliminary, unaudited Q1’26 report is shown below, compared to the Q4’25 results from our recent 10K audit.

SunPower

Q1’26 Revenue & Operating Income Statement1

GAAP2

NON-GAAP3

($1000s,

except gross margin)

Q1

2026

Q4

20254

Q1

2026

Q4

20254

Revenue

72,793

90,985

72,793

90,985

Gross Profit

45,162

45,996

46,883

55,195

Gross Margin

62 %

51 %

64 %

61 %

Operating Expense (Opex)

64,357

58,684

59,748

52,011

Opex (less commission)

35,793

46,584

31,184

39,911

Stock Comp, Intangibles,

M&A3

6,331

15,872

0

0

Operating Income

(loss)

(19,196 )

(12,688 )

(12,865 )

3,184

Cash Balance5

9,488

9,617

9,488

9,617

SunPower

CEO, T.J. Rodgers, said, “After four consecutive Preliminary Quarter Reports with positive operating income, we lost money in Q1’26

due to lower revenue combined with a ramp in spending for anticipated Q3’26 growth – which we still believe will happen.”

1 Non-GAAP

Operating income is based on preliminary, unaudited non-GAAP results posted on the IR section

of our website under “News” [us.sunpower.com].

2 Our

2025 GAAP financial statements are found in the 10K filing posted on our website.

3 Our

non-GAAP financials are used to run the company. Our policy allows for only three GAAP/non-GAAP

differences: a) no non-cash amortization of intangibles, b) no employee stock compensation

charges and c) no one-time restructuring M&A gains or losses.

4 Restated

10Q results consistent with adjustments in the 2025 10K report, and upcoming Q1’25-Q3’25

restatements

5 Cash

balances exclude restricted cash and include issued but uncashed checks.

1 of 8

10K

Audit Analysis (by T.J. Rodgers)

Before

analysing the results from Q1’26 and the forecast for Q2’26, I want to present the restated 2025 quarterly results for revenue

and operating income both before and after the 10K adjustments as shown below. During our 2025 10K audit, I realized that our company’s

structure, a collection of six non-public companies with immature accounting, presented our finance group with a very tough job –

to reconcile our first 10K audited annual results with the preliminary, unaudited “Prior Quarterly Reports” issued in Q1’25-Q4’25,

before the 10K audit.

These

Prior Quarterly Reports came from six different IT systems, two of them now obsolete, but our auditor, BDO, still had to run a

full 10K audit process. The financial results for revenue and non-GAAP operating income for the yearly (10K) and quarterly (restated

10Q) are presented below compared to the Prior Quarterly Reports.

Our

Prior Quarterly Reports showed four consecutive quarters of non-GAAP operating income in 2025, totalling $10.9

million for the year.

Our

restated reports use retroactive 10K adjustments that made Q1’25 unprofitable, Q3’25 more profitable

and lowered the annual non-GAAP operating income to $7.33 million, the new source of truth for our finances.

The

standard auditing method is to sample line items from our books and ask us to retrieve and supply independent third-party documentation

that proves the books are accurate.

2 of 8

Our

Prior Quarter Reports showed well vs. the 10K results for full-year revenue (10K: $300 million vs. Prior: $308 million). The extra $8

million in revenue in the Prior Quarterly Reports came from a double booking at legacy company Blue Raven in their now-defunct Albatross

accounting system prior to acquisition. Our 2025 10K non-GAAP operating income (10K: $7.3 million vs. Prior: $10.9 million) showed a

difference due primarily to pre-acquisition balance sheet assets we wrote off. This result triggered the auditors’ requirement

to restate Q1’25 through Q3’25.

There

are nine steps in our solar installation process that document our reported installation revenue. Our auditors required proof with

hard third-party evidence on each of the nine steps of each of our 11,500 jobs in 2025. This process led to 390 formal requests for

information from our auditors during the 10K audit.

The

observations above are made to scope the problem, not to make excuses. The problem is mine. In the semiconductor industry, wafer fabrication

equipment is network-connected and self-reports problems. Every wafer is automatically tested hundreds of times in the line. By contrast,

while the solar problem is less sophisticated, it is tougher on accounting. SunPower’s solar panels and customers are spread out

all over the U.S. – where a fraction of our customers, for example the new homeowners, are often non-responsive. Nonetheless, solar

financial reporting must meet full public company standards. In 34 years as the CEO of Cypress Semiconductor, we reported zero restated

quarters. I actually verified that fact to insure I was not remembering the “good old days” as better than reality.

What

SunPower has done: 1) We have received and accepted the resignation of the CFO, 2) I have been appointed by the board of directors

as SunPower’s Principal Financial Officer for approximately one month, until we hire our current CFO candidate, 3) the board has

appointed Bernard Gutmann (eight years as the CFO of the $42 billion chip company ON Semiconductor) to the board and to serve on our

audit committee, 4) the SunPower team responsible for implementing Sarbanes-Oxley (SOX) accounting procedures (the standard solution

to problems like ours) now reports through our Quality VP, Surinder Bedi, directly to the Chairman of our Audit Committee, Ron Pasek

(the board’s other former CFO), 5) all SunPower responses to audit questions are now formal documents reviewed by our Quality Department

and typically delivered to our auditors in less than two hours after the request, and 6) during our first 10K audit and in the future,

we will bolster the finance team with people from both Operations and Quality to help respond to complex audit questions more quickly

and accurately.

3 of 8

Rodgers

continued, “The vision above is not a CEO’s zero-defect dream. A similar SunPower financial zero-defect effort led by Quality

in 2025 permanently eliminated the input data quality problems suffered by one of our funding sources, reducing a 16% submission error

rate on payment requests to 0.00% – for a full year. The effort led to SunPower’s being recognized as a “Platinum Partner”

with reduced financing fees. One of my overarching corporate goals is to use quality of execution as a competitive weapon.

Q1’26

Results and Beyond

● Our

Q1’26 revenue was $72.8 million, down 9% from our Q4’25 $80 million guidance,

primarily due to our Q1’26 revenue slowdown, which was actually mild compared to the

market. This alone would have led to only a $1.8 million operating income fall through, but

● Our

non-GAAP operating income was driven to $(12.9) million by another $9.9 million in added

spending in anticipation of what we still expect to be a big Q3’26.

● Our

ending cash balance was $9.5 million vs. $9.6 million last quarter

Q2’26

had been on target until the end of April. We reacted immediately in early May with $9.9 million in quarterly cost cutting, using a RIF

and other cost reductions.

What

SunPower has done:

● RIFed

115 employees.

● Installed

an across-the-board four-day workweek until September.

● Cut

the inside sales group from 90 to 15 people, affecting revenue less than 10% because paradoxically

call center sales have lower profit and a worse cashflow profile than does our conventional

1,552-member salesforce.

● Reduced

finance costs, which had ballooned during the 10K audit.

Rodgers

continued, “These actions reduced our ongoing operating expense permanently by about $9.9 million per quarter, starting in May,

too late to help Q1’26, but 60% of those savings will help Q2’26. Hence, for our current Q2’26 revenue estimate of

$75 million, we estimate our operating loss will be about $3.0 million. Finally, we forecast our Q3’26 revenue will climb to $96

million – our cashflow breakeven point – as shown on the revenue graph below, which also shows our current operating income

breakeven revenue of $76 million.

4 of 8

Rodgers

concluded, “Our Q1’26 bookings shown below were driven by acquisitions to record levels, which will show up in revenue in

Q3’26 and beyond.”

5 of 8

About

SunPower

SunPower

Inc. (Nasdaq: SPWR) is a leading residential solar services provider in North America. The Company’s digital platform and installation

services support energy needs for customers wishing to make the transition to a more energy-efficient lifestyle. For more information

visit www.sunpower.com.

Forward

Looking Statements

This

press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section

21E of the Securities Exchange Act of 1934, as amended, about us and our industry that involve substantial risks and uncertainties. Forward-looking

statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking

statements because they contain words such as “preliminary,” “will,” “goal,” “prioritize,”

“plan,” “target,” “expect,” “in the process,” “focus,” “forecast,”

“look forward,” “opportunity,” “believe,” “estimate,” “continue,” “anticipate,”

and “pursue” or the negative of these terms or similar expressions. Forward-looking statements in this press release include,

without limitation, our Q2’26 revenue and operating profit projections, our expectations regarding our financial performance, including

our revenue plan; the anticipated timing for the filing of the Q1’26 Form 10-Q and Q1’25 – Q3’25 Form 10-Q restatements;

and our expectations regarding the benefits of or our acquisitions; our expectations regarding steps taken to improve our internal controls

and procedures; the anticipated impacts and benefits of our cost control efforts; and our expectations and plans relating to further

cost control efforts. Actual results could differ materially from these forward-looking statements as a result of certain risks and uncertainties,

including, without limitation, our ability to implement further headcount reductions and cost controls, our ability to integrate and

operate the combined business with Sunder and Ambia, our ability to achieve the anticipated benefits of acquisitions (including Sunder,

Ambia and Cobalt), our ability to raise capital and maintain expected cash balances, global market conditions, any adjustments, changes

or revisions to our financial results arising from our financial closing procedures, the completion of our financial statements for Q1’26

and the filing of the related Form 10-Q, the completion of our restatements for Q1’25 – Q3’25, and other risks and

uncertainties applicable to our business. For additional information on these risks and uncertainties and other potential factors that

could affect our business and financial results or cause actual results to differ from the results predicted, readers should carefully

consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of our annual

report on Form 10-K filed with the SEC on April 14, 2026, our quarterly reports on Form 10-Q filed with the SEC and other documents that

we have filed with, or will file with, the SEC. Such filings identify and address other important risks and uncertainties that could

cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements

in this press release speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements,

and SunPower assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new

information, future events, or otherwise.

Preliminary

and Unaudited Financial Results

The

selected unaudited financial results for the Q1’26 are preliminary and subject to our quarter-end accounting procedures. As a result,

the financial results presented in this press release may change in connection with the finalization of our closing and reporting processes

and financial statements for Q1’26 and may not represent the actual financial results for such period. In addition, the information

in this press release is not a comprehensive statement of our financial results for Q1’26, should not be viewed as a substitute

for financial statements prepared in accordance with generally accepted accounting principles, and are not necessarily indicative of

our results for any future period.

6 of 8

Non-GAAP

Financial Measures

In

addition to providing financial measurements based on generally accepted accounting principles in the United States of America ("GAAP"),

SunPower provides additional financial metrics in this press release that are not prepared in accordance with GAAP ("non-GAAP").

Management believes the non-GAAP financial measures in this press release, in addition to GAAP financial measures, are useful measures

of operating performance because the non-GAAP financial measures do not include the impact of items that management does not consider

indicative of SunPower’s operating performance, such as amortization of goodwill and expensing employee stock options in addition

to accounting for their dilutive effect, which facilitates the analysis of SunPower’s core operating results across reporting periods.

The non-GAAP financial measures do not replace the presentation of SunPower’s GAAP financial results and should only be used as

a supplement to, not as a substitute for, SunPower’s financial results presented in accordance with GAAP. Descriptions of and reconciliations

of the non-GAAP financial measures used in this press release are included in the financial table above and related footnotes. We encourage

investors to carefully consider our preliminary results under GAAP, as well as our preliminary non-GAAP information and the reconciliations

between these presentations, to more fully understand our business. Non-GAAP financial measures are reported in addition to, and not

as a substitute for, or superior to, financial measures calculated in accordance with GAAP.

Company

Contacts:

Sioban Hickie

VP Investor

Relations

IR@sunpower.com

(801) 515-8727

7 of 8

SUNPOWER

RECONCILIATION

OF NON-GAAP FINANCIAL MEASURES (PRELIMINARY)

(In

Thousands)

AS

REPORTED Unaudited

Note

Q1

2026

Q4

2025

GAAP

operating Income (loss) from continuing operations

(19,196 )

(12,688 )

Depreciation and amortization

A

3,710

4,833

Stock based compensation

B

1,605

2,611

Restructuring charges

C

1,016

8,428

Total of Non-GAAP adjustments

6,331

15,872

Non-GAAP Operating Income

(loss)

(12,865 )

3,184

Notes:

(A) Depreciation

and amortization: Depreciation and amortization related to capital expenditures.

(B) Stock-based

compensation: Stock-based compensation relates to our equity incentive awards and for services

paid in warrants. Stock-based compensation is a non-cash

(C) Acquisition

Costs: Costs primarily related to acquisition, headcount reductions (i.e. severence), legal,

professional services (i.e. historical carveout audits) and due diligence.

Source:

SunPower Inc.

8 of 8

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Cover

May 07, 2026

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Entity Registrant Name

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Entity Central Index Key

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Entity Address, Address Line One

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Common Stock, par value $0.0001 per share

Title of 12(b) Security

Common Stock, par value $0.0001 per share

Trading Symbol

SPWR

Security Exchange Name

NASDAQ

Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share

Title of 12(b) Security

Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share

Trading Symbol

SPWRW

Security Exchange Name

NASDAQ

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