SunPower issues $10M convertible debenture to YA II PN at 90% of par; conversion at $2.50/share

SunPower Inc.

Issued $10M convertible debenture for $9M (90% of principal) to YA II PN, LTD.; 0% interest (18% on default).
Debenture matures March 6, 2027; investor may convert at $2.50 fixed price or 95% of 5-day VWAP after installments.
Five installment payments of $2M each plus $60K premium due May–Sep 2026; optional redemption at 3% premium (waived if before Apr 30, 2026).
Shares issuable capped at 22,381,878 (Nasdaq exchange cap) unless stockholder approval obtained; 4.99% beneficial ownership limit.
Amended seller note with Sunder Energy; maturity extended to Sep 30, 2026 (or Dec 31 if registration not effective), interest increases to 10% after May 15, 2026.

item 1.01 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SunPower Inc. entered into Purchase Agreement with YA II PN, LTD. valued at $10,000,000 (effective 2026-03-06).

Action: entry
Agreement: equity purchase
Counterparty: YA II PN, LTD.
Value: $10,000,000
Effective: 2026-03-06

Exact text from the filing

On March 6, 2026 (the “ Effective Date ”), SunPower Inc. (the “ Company ”) entered into a Purchase Agreement (the “ Purchase Agreement ”) with YA II PN, LTD., a Cayman Islands exempt limited company (the “ Investor ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SunPower Inc. entered into Debenture with YA II PN, LTD. valued at $10,000,000 (effective 2026-03-06).

Action: entry
Agreement: notes offering
Counterparty: YA II PN, LTD.
Value: $10,000,000
Effective: 2026-03-06

Exact text from the filing

Pursuant to the Purchase Agreement, the Investor purchased and the Company issued a convertible debenture in the principal amount of $10,000,000 (the “ Debenture ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.7

SunPower Inc. amended Amendment and Agreement (the "Sunder Amendment") with Chicken Parm Pizza LLC (effective 2026-03-05).

Action: amendment
Agreement: notes offering
Counterparty: Chicken Parm Pizza LLC
Effective: 2026-03-05

Exact text from the filing

On March 5, 2026, in connection with the transactions under the Purchase Agreement and the Debenture, the Company and Chicken Parm Pizza LLC (the “ Sunder Member ”) entered into an Amendment and Agreement (the “ Sunder Amendment ”) relating to (i) the Membership Interest Purchase Agreement,

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SunPower Inc. entered into Registration Rights Agreement with YA II PN, LTD. (effective 2026-03-06).

Action: entry
Agreement: notes offering
Counterparty: YA II PN, LTD.
Effective: 2026-03-06

Exact text from the filing

In connection with the Purchase Agreement and the Debenture, the Company entered into a registration rights agreement (the “ Registration Rights Agreement ”) with the Investor, pursuant to which the Company agreed to file a registration statement registering the resale of the Common Stock underlying the Debenture and the Common Stock subject to advances pursuant to the SEPA.

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317 material agreements filed in the last 30 days. Browse all material agreements →

SunPower Inc. filing history →

Source: SEC EDGAR

accession 0001213900-26-026160

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