4 unchanged sentences
Changes to Internal Control Over Financial Reporting
−Removed: In the second quarter of fiscal 2023, we completed the initial phase of our new enterprise resource planning (ERP) system implementation and migrated our general ledger and consolidation process onto the new system.
−Removed: In connection with this implementation, we modified certain internal control processes and procedures.
−Removed: Following the implementation, these changes to our control environment were validated according to our established processes.
There have been no changes to our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during the fourth quarter of fiscal 2024 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
15 unchanged sentences
Other Information
−Removed: Not applicable.
+Added: Rule 10b5-1 Trading Plans
+Added: During the fiscal quarter ended June 30, 2024, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (in each case, as defined in Item 408 of Regulation S-K).
+Added: 2024 Annual Meeting of Shareholders
+Added: We currently plan to hold our 2024 Annual Meeting of Shareholders (the “2024 Annual Meeting”) on December 5, 2024.
+Added: The time and location of the 2024 Annual Meeting, and the matters to be considered, will be as set forth in our definitive proxy statement for the 2024 Annual Meeting to be filed with the SEC.
+Added: Because the expected date of the 2024 Annual Meeting represents a change of more than 30 calendar days from the date of the anniversary of our 2023 Annual Meeting of Shareholders, we are informing shareholders of this change and the updated deadline for shareholders to submit proposals intended for inclusion in our proxy statement for consideration at the 2024 Annual Meeting in accordance with the rules and regulations of the SEC.
+Added: Accordingly, to be timely, shareholders wishing to submit proposals intended to be considered for inclusion in our proxy statement relating to the 2024 Annual Meeting must ensure that proper notice is received by us at our offices no later than the close of business on September 17, 2024, which we consider a reasonable time before we will begin printing and mailing proxy materials.
+Added: Any proposal intended to be considered for inclusion in our proxy statement and form of proxy must comply with Rule 14a-8 of Regulation 14A under the Exchange Act.
+Added: The submission of a shareholder proposal does not guarantee that it will be included in our proxy materials.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
16 unchanged sentences
and Chili Acquisition, Inc., as amended 8-K 2.1 3/2/2021
−Removed: Restated Articles of Incorporation, as amended 10-Q 3.1 10/28/2021
+Added: Asset Purchase Agreement, dated August 22, 2023, between Wolfspeed, Inc.
+Added: and MACOM Technology Solutions Holdings Inc.
+Added: 8-K/A 2.1 8/28/2023
+Added: Amended and Restated Articles of Incorporation 8-K 3.1 10/24/2023
Amended and Restated Bylaws, dated January 23, 2023 10-Q 3.1 1/26/2023
14 unchanged sentences
2013 Long-Term Incentive Compensation Plan, as amended ("2013 LTIP") 10-Q 10.3 10/28/2021
−Removed: Form of Restricted Stock Unit Award Agreement under the 2013 LTIP 10-Q 10.5 1/22/2014
−Removed: Form of Master Performance Unit Award Agreement under the 2013 LTIP 8-K 10.4 8/29/2014
−Removed: Form of Performance Share Award Agreement - Section 16 Officer under the 2013 LTIP 10-Q 10.6 10/21/2015
Form of Stock Unit Award Agreement (Performance-Based) under the 2013 LTIP 10-K 10.41 8/20/2018
7 unchanged sentences
Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than Gregg Lowe 10-Q 10.8 10/28/2021
−Removed: Form of Performance Share Award Agreement under the 2013 LTIP for Gregg Lowe (fiscal 2024 award) X
−Removed: Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than Gregg Lowe (fiscal 2024 award) X
−Removed: Notice of Grant to Gregg A.
−Removed: Lowe, dated August 29, 2022 8-K 10.1 8/31/2022
−Removed: Notice of Grant to Neill P.
−Removed: Reynolds, dated August 29, 2022 8-K 10.2 8/31/2022
+Added: Form of Performance Share Award Agreement under the 2013 LTIP for Gregg Lowe (fiscal 2024 award) 10-K 10.13 8/23/2023
+Added: 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
+Added: 2023 Long-Term Incentive Compensation Plan ("2023 LTIP") 8-K 10.1 10/24/2023
+Added: Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Gregg Lowe 10-Q 10.3 2/1/2024
+Added: 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
+Added: Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Non-Employee Directors 10-Q 10.5 2/1/2024
+Added: Form of Performance Stock Unit Award Agreement under the 2023 LTIP for Gregg Lowe 10-Q 10.6 2/1/2024
+Added: 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
+Added: Wolfspeed Bonus Plan for Fiscal Year 2024 8-K 10.1 11/2/2023
2020 Employee Stock Purchase Plan 10-Q 10.9 10/28/2021
2 unchanged sentences
First Amendment to Change in Control Agreement (for Chief Executive Officer), dated May 4, 2018 8-K 10.3 5/4/2018
−Removed: Cree Severance Plan - Senior Leadership Team, Plan Document and Summary Plan Description, effective as of April 30, 2018 8-K 10.1 5/4/2018
+Added: Wolfspeed Severance Plan - Senior Leadership Team, Plan Document and Summary Plan Description, as amended and restated X
Form of Participation Agreement Under Cree Severance Plan - Senior Leadership Team 8-K 10.2 5/4/2018
8 unchanged sentences
8-K 10.1 6/26/2023
+Added: Securities Trading Policy X
Subsidiaries of the Company X
6 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X
+Added: Wolfspeed, Inc.
+Added: 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):
23 unchanged sentences
Reynolds (Principal Financial and Principal Accounting Officer)
−Removed: /s/ D ARREN R.
−Removed: Chairman and Director August 23, 2023
+Added: WERNER Chairman and Director August 22, 2024
/s/ G LENDA D ORCHAK
4 unchanged sentences
Director August 22, 2024
+Added: /s/ DARREN R.
+Added: JACKSON Director August 22, 2024
/s/ D UY -L OAN T.
5 unchanged sentences
Director August 22, 2024
−Removed: /s/ T HOMAS H.
−Removed: Director August 23, 2023
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.