Wolfspeed Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$WOLF
Semiconductors
Technology
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 23, 2025
(Exact name of registrant as specified in its charter)
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(919 ) 407-5300
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N/A
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Emerging growth company ☐
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
Appointment of Kevin Speirits as Interim Chief Financial Officer
On May 28, 2025, Wolfspeed, Inc. (the “Company”) announced that Kevin Speirits, currently the Company’s Senior Vice President, Finance, will serve as Interim Chief Financial Officer effective May 30, 2025 while the Company conducts a search for a permanent Chief Financial Officer. As previously announced, Neill P. Reynolds, the Company’s Executive Vice President and Chief Financial Officer, will depart effective May 30, 2025. The board of directors of the Company approved Mr. Speirits’ appointment as Interim Chief Financial Officer on May 27, 2025. In this capacity, Mr. Speirits will serve as the Company’s principal financial officer and principal accounting officer.
Mr. Speirits, age 65, has been serving as Senior Vice President, Finance since February 2023 after joining the Company as Vice President, Finance Wolfspeed & Operations in June 2020. Prior to joining the Company, Mr. Speirits held key financial roles at other technology companies, including NXP Semiconductor N.V. and Freescale Semiconductor, Inc.
In addition to his current salary and bonus, Mr. Speirits will receive the following additional compensation pursuant to a retention agreement (the “Retention Agreement”):
•A one time lump sum payment of $100,000 to be paid by June 23, 2025.
•For completion of each of the milestones below, the corresponding lump sum amount (to be paid within 30 days of completion of such milestone as determined by the Company):
| Number | Lump Sum Amount | Milestone | ||||||
1 | $100,000 | Provide services as Interim Chief Financial Officer until a date determined by the Company in its sole discretion that is no earlier than September 1, 2025 and no later than January 31, 2026. | ||||||
2 | $100,000 | Provide transition services to the permanent Chief Financial Officer. | ||||||
3 | $100,000 | Provide necessary support to oversee and complete debt restructuring work on behalf of the Company. | ||||||
•Upon separation of employment, subject to execution by Mr. Speirits of a Severance Agreement: (a) 12 months of base salary, (b) annual bonus paid at target, (c) one year of continued vesting of outstanding equity, and (d) 12 months of the employer portion of COBRA continuation payments, paid directly to the provider if Mr. Speirits timely enrolls in COBRA post-separation.
Mr. Speirits will remain an at-will employee. If Mr. Speirits terminates his employment with the Company for any reason or is discharged by the Company for cause prior January 31, 2026 (which period may be reduced to not earlier than September 1, 2025 at the Company’s discretion) or completion of any milestone, Mr. Speirits will forfeit the right to the compensation described above and will be required to repay any lump sums paid by the Company under the Retention Agreement.
The foregoing description of the Retention Agreement is not meant to be complete and is qualified in its entirety by reference to the Retention Agreement, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
In connection with his appointment, Mr. Speirits will enter into the Company’s standard form of indemnification agreement for directors and officers, a copy of which is filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated October 25, 2010, as filed with the Securities and Exchange Commission on October 29, 2010, and is incorporated herein by reference.
There was no arrangement or understanding between Mr. Speirits and any other person(s) pursuant to which he was selected to serve as Interim Chief Financial Officer of the Company, and Mr. Speirits does not have any family relationships with any of the Company’s executive officers or directors. Mr. Speirits is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended.
| Item 9.01 | Financial Statements and Exhibits. | ||||
(d) Exhibits
| Exhibit No. | Description of Exhibit | ||||||||||
| 10.1 | |||||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||||||||
SIGNATURE
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.
| WOLFSPEED, INC. | |||||||||||
| By: | /s/ Melissa Garrett | ||||||||||
| Melissa Garrett | |||||||||||
| Senior Vice President and General Counsel | |||||||||||
Date: May 28, 2025