WOLFSPEED INC
For the period ended Jun 30, 2024. Filed Aug 22, 2024.
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FY2024 · Filed Aug 22, 2024
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Item 15. Exhibits and Financial Statement Schedules
(a)(1) and (2) The financial statements and reports of independent registered public accounting firm are filed as part of this Annual Report (see “Index to Consolidated Financial Statements” at Item 8). The financial statement schedules are not included in this item as they are either not applicable or are included as part of the consolidated financial statements.
(a)(3) The following exhibits have been or are being filed herewith and are numbered in accordance with Item 601 of Regulation S-K:
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. · Description · Filed Herewith · Form · Exhibit · Filing Date | ||||
| 2.1^ | Purchase Agreement, dated March 14, 2019, by and between Cree, Inc. and IDEAL Industries, Inc., as amended | 8-K | 2.1 | 5/16/2019 |
| 2.2^ | Asset Purchase Agreement, dated October 18, 2020, between Cree, Inc., SMART Global Holdings, Inc. and Chili Acquisition, Inc., as amended | 8-K | 2.1 | 3/2/2021 |
| 2.3^ | Asset Purchase Agreement, dated August 22, 2023, between Wolfspeed, Inc. and MACOM Technology Solutions Holdings Inc. | 8-K/A | 2.1 | 8/28/2023 |
| 3.1 | Amended and Restated Articles of Incorporation | 8-K | 3.1 | 10/24/2023 |
| 3.2 | Amended and Restated Bylaws, dated January 23, 2023 | 10-Q | 3.1 | 1/26/2023 |
| 4.1 | Description of the Registered Securities | 10-Q | 4.3 | 11/2/2023 |
| 4.2 | Indenture, dated as of April 21, 2020, between Cree, Inc. and U.S. Bank National Association | 8-K | 4.1 | 4/21/2020 |
| 4.3 | Form of 1.75% Convertible Senior Note due 2026 (included in Exhibit 4.2) | 8-K | 4.2 | 4/21/2020 |
| 4.4 | Indenture, dated as of February 3, 2022, between Wolfspeed, Inc. and U.S. Bank National Association | 8-K | 4.1 | 2/3/2022 |
| 4.5 | Form of 0.25% Convertible Senior Note due 2028 (included in Exhibit 4.4) | 8-K | 4.2 | 2/3/2022 |
| 4.6 | Indenture, dated as of November 21, 2022, between Wolfspeed, Inc. and U.S. Bank Trust Company, National Association | 8-K | 4.1 | 11/21/2022 |
| 4.7 | Form of 1.875% Convertible Senior Note due 2029 (included in Exhibit 4.6) | 8-K | 4.2 | 11/21/2022 |
| 4.8 | Form of certificate representing the Senior Secured Notes due 2030 (included as Exhibit A to Exhibit 10.29) | 8-K | 4.1 | 6/26/2023 |
| 4.9 | Unsecured Customer Refundable Deposit Agreement, dated as of July 5, 2023, between Wolfspeed, Inc. and Renesas Electronics America Inc. | 8-K | 4.1 | 7/5/2023 |
| 10.1* | 2013 Long-Term Incentive Compensation Plan, as amended ("2013 LTIP") | 10-Q | 10.3 | 10/28/2021 |
| 10.2* | Form of Stock Unit Award Agreement (Performance-Based) under the 2013 LTIP | 10-K | 10.41 | 8/20/2018 |
| 10.3* | Form of Stock Unit Award Agreement (Time-Based) under the 2013 LTIP | 10-K | 10.42 | 8/20/2018 |
| 10.4* | Form of Performance Share Award Agreement for Gregg A. Lowe | 8-K | 10.1 | 9/8/2020 |
| 10.5* | Form of Restricted Stock Unit Award Agreement under the 2013 LTIP for Gregg Lowe | 10-Q | 10.4 | 10/28/2021 |
| 10.6* | Form of Restricted Stock Unit Award Agreement under the 2013 LTIP for Executive Officers other than Gregg Lowe | 10-Q | 10.5 | 10/28/2021 |
| 10.7* | Form of Restricted Stock Unit Award Agreement under the 2013 LTIP for Non-Employee Directors | 10-Q | 10.6 | 10/28/2021 |
| 10.8* | Form of Performance Share Award Agreement under the 2013 LTIP for Gregg Lowe | 10-Q | 10.7 | 10/28/2021 |
| 10.9* | Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than Gregg Lowe | 10-Q | 10.8 | 10/28/2021 | |
| 10.10* | Form of Performance Share Award Agreement under the 2013 LTIP for Gregg Lowe (fiscal 2024 award) | 10-K | 10.13 | 8/23/2023 | |
| 10.11* | Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than Gregg Lowe (fiscal 2024 award) | 10-K | 10.14 | 8/23/2023 | |
| 10.12* | 2023 Long-Term Incentive Compensation Plan ("2023 LTIP") | 8-K | 10.1 | 10/24/2023 | |
| 10.13* | Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Gregg Lowe | 10-Q | 10.3 | 2/1/2024 | |
| 10.14* | Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Executive Officers other than Gregg Lowe | 10-Q | 10.4 | 2/1/2024 | |
| 10.15* | Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Non-Employee Directors | 10-Q | 10.5 | 2/1/2024 | |
| 10.16* | Form of Performance Stock Unit Award Agreement under the 2023 LTIP for Gregg Lowe | 10-Q | 10.6 | 2/1/2024 | |
| 10.17* | Form of Performance Stock Unit Award Agreement under the 2023 LTIP for Executive Officers other than Gregg Lowe | 10-Q | 10.7 | 2/1/2024 | |
| 10.18* | Wolfspeed Bonus Plan for Fiscal Year 2024 | 8-K | 10.1 | 11/2/2023 | |
| 10.19* | 2020 Employee Stock Purchase Plan | 10-Q | 10.9 | 10/28/2021 | |
| 10.20* | Change in Control Agreement for Chief Executive Officer between Cree, Inc. and Gregg A. Lowe, dated September 22, 2017 | 8-K | 10.1 | 9/28/2017 | |
| 10.21* | First Amendment to Change in Control Agreement (for Chief Executive Officer), dated May 4, 2018 | 8-K | 10.3 | 5/4/2018 | |
| 10.22* | Wolfspeed Severance Plan - Senior Leadership Team, Plan Document and Summary Plan Description, as amended and restated | X | |||
| 10.23* | Form of Participation Agreement Under Cree Severance Plan - Senior Leadership Team | 8-K | 10.2 | 5/4/2018 | |
| 10.24* | Schedule of Compensation of Non-Employee Directors | 8-K | 10.1 | 1/25/2023 | |
| 10.25* | Non-Employee Director Stock Compensation and Deferral Program, as amended and restated | 10-Q | 10.8 | 2/1/2024 | |
| 10.26* | Form of Cree, Inc. Indemnification Agreement for Directors and Officers | 8-K | 10.1 | 10/29/2010 | |
| 10.27 | Form of Confirmation of Call Option Transactions related to 0.25% Convertible Senior Notes due 2028 | 8-K | 10.1 | 2/3/2022 | |
| 10.28 | Form of Confirmation of Call Option Transactions related to 1.875% Convertible Senior Notes due 2029 | 8-K | 10.1 | 11/21/2022 | |
| 10.29^ | Indenture, dated as of June 23, 2023, by and between Wolfspeed, Inc. and U.S. Bank Trust Company, National Association, as trustee and collateral agent. | 8-K | 10.1 | 6/26/2023 | |
| 19.1 | Securities Trading Policy | X | |||
| 21.1 | Subsidiaries of the Company | X | |||
| 23.1 | Consent of PricewaterhouseCoopers LLP | X | |||
| 31.1 | Certification by Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 31.2 | Certification by Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.1 | Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.2 | Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 97.1 | Wolfspeed, Inc. Compensation Recovery Policy | X |
| 101 | The following materials from Wolfspeed, Inc.’s Annual Report on Form 10-K for the fiscal year ended June 30, 2024 formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Operations; (iii) Consolidated Statements of Comprehensive Loss; (iv) Consolidated Statements of Cash Flows; (v) Consolidated Statements of Shareholders' Equity; and (vi) Notes to Consolidated Financial Statements | X |
| 104 | The cover page from the Wolfspeed, Inc.'s Annual Report on Form 10-K for the fiscal year ended June 30, 2024 formatted in Inline XBRL (included in Exhibit 101) |
| * | Management contract or compensatory plan or arrangement. |
|---|---|
| ^ | Portions of this exhibit have been omitted pursuant to Rule 601(b)(2) of Regulation S-K. The omitted information is not material and is the type of information that the Company customarily and actually treats as private and confidential. |
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