15 unchanged sentences
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
−Removed: All internal control systems, no matter how well designed, have inherent limitations.
−Removed: Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
+Added: Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
+Added: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In making the assessment of internal control over financial reporting, our management used the criteria issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013 framework).
Based on that assessment and those criteria, management has concluded that our internal control over financial reporting was effective as of June 29, 2025.
−Removed: The effectiveness of our internal control over financial reporting as of June 30, 2024 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report in Item 8 of this Annual Report.
+Added: The effectiveness of our internal control over financial reporting as of June 29, 2025 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report in Part II, Item 8 of this Annual Report.
Other Information
2 unchanged sentences
2025 Annual Meeting of Shareholders
−Removed: We currently plan to hold our 2024 Annual Meeting of Shareholders (the “2024 Annual Meeting”) on December 5, 2024.
+Added: We currently plan to hold our 2025 Annual Meeting of Shareholders (the “2025 Annual Meeting”) on or about December 16, 2025.
The time and location of the 2025 Annual Meeting, and the matters to be considered, will be as set forth in our definitive proxy statement for the 2025 Annual Meeting to be filed with the SEC.
−Removed: 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.
−Removed: 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: Because the expected date of the 2025 Annual Meeting represents a change of more than 30 calendar days from the date that was included in the proxy statement for the 2024 Annual Meeting of Shareholders as the expected date for the 2025 Annual Meeting, 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 2025 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 2025 Annual Meeting must ensure that proper notice is received by us at our offices no later than the close of business on October 10, 2025, which we consider a reasonable time before we will begin printing and mailing proxy materials.
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.
2 unchanged sentences
Not applicable.
−Removed: Certain information called for in Items 10, 11, 12, 13 and 14 is incorporated by reference from our definitive proxy statement relating to our annual meeting of shareholders, which will be filed with the SEC within 120 days after the end of fiscal 2024.
+Added: Certain information called for in Items 10, 11, 12, 13 and 14 is incorporated by reference from our definitive proxy statement relating to our annual meeting of shareholders (the "2025 Proxy Statement"), which will be filed with the SEC within 120 days after the end of fiscal 2025.
Directors, Executive Officers and Corporate Governance
+Added: The information required by this Item is incorporated by reference to the 2025 Proxy Statement.
Executive Compensation
+Added: The information required by this Item is incorporated by reference to the 2025 Proxy Statement.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
+Added: The information required by this Item is incorporated by reference to the 2025 Proxy Statement.
Certain Relationships and Related Transactions, and Director Independence
+Added: The information required by this Item is incorporated by reference to the 2025 Proxy Statement.
Principal Accountant Fees and Services
+Added: The information required by this Item is incorporated by reference to the 2025 Proxy Statement.
Exhibits and Financial Statement Schedules
24 unchanged sentences
Form of certificate representing the Senior Secured Notes due 2030 (included as Exhibit A to Exhibit 10.36) 8-K 4.1 6/26/2023
+Added: Form of certificate representing the Senior Secured Notes due 2030 for the Initial Note (included as Exhibit A to Exhibit 10.36) 8-K 4.1 10/15/2024
+Added: Form of certificate representing the Global Notes due 2030 for the Notes (included as Exhibit B to Exhibit 10.36) 8-K 4.2 10/15/2024
Unsecured Customer Refundable Deposit Agreement, dated as of July 5, 2023, between Wolfspeed, Inc.
1 unchanged sentence
8-K 4.1 7/5/2023
+Added: Amendment No.
+Added: 1 to Unsecured Customer Refundable Deposit Agreement, dated as of October 15, 2024, by and between Wolfspeed, Inc.
+Added: and Renesas Electronics America Inc.
+Added: 8-K 4.1 10/16/2024
2013 Long-Term Incentive Compensation Plan, as amended ("2013 LTIP") 10-Q 10.3 10/28/2021
1 unchanged sentence
Form of Stock Unit Award Agreement (Time-Based) under the 2013 LTIP 10-K 10.42 8/20/2018
−Removed: Form of Performance Share Award Agreement for Gregg A.
+Added: Form of Performance Share Award Agreement under the 2013 LTIP for Gregg A.
Lowe 8-K 10.1 9/8/2020
Form of Restricted Stock Unit Award Agreement under the 2013 LTIP for Gregg Lowe 10-Q 10.4 10/28/2021
−Removed: 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
+Added: Form of Restricted Stock Unit Award Agreement under the 2013 LTIP for Executive Officers other than the Chief Executive Officer 10-Q 10.5 10/28/2021
Form of Restricted Stock Unit Award Agreement under the 2013 LTIP for Non-Employee Directors 10-Q 10.6 10/28/2021
Form of Performance Share Award Agreement under the 2013 LTIP for Gregg Lowe 10-Q 10.7 10/28/2021
−Removed: Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than Gregg Lowe 10-Q 10.8 10/28/2021
+Added: Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than the Chief Executive Officer 10-Q 10.8 10/28/2021
Form of Performance Share Award Agreement under the 2013 LTIP for Gregg Lowe (fiscal 2024 award) 10-K 10.13 8/23/2023
−Removed: 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: Form of Performance Share Award Agreement under the 2013 LTIP for Executive Officers other than the Chief Executive Officer (fiscal 2024 award) 10-K 10.14 8/23/2023
2023 Long-Term Incentive Compensation Plan ("2023 LTIP") 8-K 10.1 10/24/2023
Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Gregg Lowe 10-Q 10.3 2/1/2024
−Removed: 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 Executive Officers other than the Chief Executive Officer 10-Q 10.4 2/1/2024
Form of Restricted Stock Unit Award Agreement under the 2023 LTIP for Non-Employee Directors 10-Q 10.5 2/1/2024
Form of Performance Stock Unit Award Agreement under the 2023 LTIP for Gregg Lowe 10-Q 10.6 2/1/2024
−Removed: 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
−Removed: Wolfspeed Bonus Plan for Fiscal Year 2024 8-K 10.1 11/2/2023
−Removed: 2020 Employee Stock Purchase Plan 10-Q 10.9 10/28/2021
+Added: Form of Performance Stock Unit Award Agreement under the 2023 LTIP for Executive Officers other than the Chief Executive Officer 10-Q 10.7 2/1/2024
+Added: Wolfspeed, Inc.
+Added: 2025 Inducement Award Plan 8-K 10.1 5/7/2025
+Added: Wolfspeed Bonus Plan for Fiscal Year 2025 10-Q 10.2 5/9/2025
Change in Control Agreement for Chief Executive Officer between Cree, Inc.
1 unchanged sentence
First Amendment to Change in Control Agreement (for Chief Executive Officer), dated May 4, 2018 8-K 10.3 5/4/2018
−Removed: Wolfspeed Severance Plan - Senior Leadership Team, Plan Document and Summary Plan Description, as amended and restated X
+Added: Separation, Consulting and General Release Agreement, dated as of December 16, 2024, by and between Wolfspeed, Inc.
+Added: and Gregg Lowe 10-Q 10.4 1/30/2025
+Added: Wolfspeed Severance Plan - Senior Leadership Team, Plan Document and Summary Plan Description, as amended and restated 10-K 10.22 8/22/2024
Form of Participation Agreement Under Cree Severance Plan - Senior Leadership Team 8-K 10.2 5/4/2018
+Added: Offer Letter between Wolfspeed, Inc.
+Added: and Thomas H.
+Added: Werner, dated November 19, 2024 8-K 10.1 11/21/2024
+Added: Employment Agreement, dated March 27, 2025, between Wolfspeed, Inc.
+Added: and Robert Feurle 8-K 10.1 3/27/2025
+Added: Employment Agreement, dated May 22, 2025, between Wolfspeed, Inc.
+Added: and David Emerson 8-K 10.1 5/23/2025
+Added: Executive Transition and Separation Agreement, dated May 19, 2025, between Wolfspeed, Inc.
+Added: and Neill Reynolds X
+Added: Separation Agreement and Release of Claims, dated June 1, 2025, between Wolfspeed, Inc.
+Added: and Neill Reynolds X
+Added: Retention Agreement with Kevin Speirits effective May 23, 2025 8-K 10.1 5/28/2025
+Added: Employment Agreement, dated July 6, 2025, between Wolfspeed Europe GmbH and Gregor van Issum 8-K 10.1 7/7/2025
Schedule of Compensation of Non-Employee Directors 8-K 10.1 5/9/2025
2 unchanged sentences
Indemnification Agreement for Directors and Officers 8-K 10.1 10/29/2010
−Removed: Form of Confirmation of Call Option Transactions related to 0.25% Convertible Senior Notes due 2028 8-K 10.1 2/3/2022
−Removed: Form of Confirmation of Call Option Transactions related to 1.875% Convertible Senior Notes due 2029 8-K 10.1 11/21/2022
−Removed: Indenture, dated as of June 23, 2023, by and between Wolfspeed, Inc.
−Removed: Bank Trust Company, National Association, as trustee and collateral agent.
−Removed: 8-K 10.1 6/26/2023
−Removed: Securities Trading Policy X
+Added: Amended and Restated Indenture, dated as of October 11, 2024, by and among Wolfspeed, Inc., Wolfspeed Germany GmbH, as a subsidiary guarantor, and U.S.
+Added: Bank Trust Company, National Association, as the trustee and collateral agent 8-K 10.1 10/15/2024
+Added: First Supplemental Indenture, dated as of October 22, 2024, by and among Wolfspeed, Inc., Wolfspeed Germany GmbH, as a subsidiary guarantor, and U.S.
+Added: Bank Trust Company, National Association, as the trustee and collateral agent 10-Q 10.2 11/7/2024
+Added: Second Supplemental Indenture, dated as of June 23, 2025, by and among Wolfspeed, Inc., the Subsidiary Guarantors and U.S.
+Added: Bank Trust Company, National Association, as trustee and collateral agent 8-K 10.3 6/23/2025
+Added: Restructuring Support Agreement, dated as of June 22, 2025, by and among Wolfspeed, Inc., Wolfspeed Texas LLC, the Consenting Noteholders and Renesas 8-K 10.1 6/23/2025
+Added: Rights Offering Backstop Commitment Agreement, dated as of June 22, 2025, by and among Wolfspeed, Inc., Wolfspeed Texas LLC, and the Commitment Parties 8-K 10.2 6/23/2025
+Added: Securities Trading Policy 10-K 19.1 8/22/2024
Subsidiaries of the Company X
7 unchanged sentences
Wolfspeed, Inc.
−Removed: Compensation Recovery Policy X
+Added: Compensation Recovery Policy 10-K 19.1 8/22/2024
101 The following materials from Wolfspeed, Inc.’s Annual Report on Form 10-K for the fiscal year ended June 29, 2025 formatted in Inline XBRL (eXtensible Business Reporting Language):
7 unchanged sentences
* Management contract or compensatory plan or arrangement.
−Removed: Portions of this exhibit have been omitted pursuant to Rule 601(b)(2) of Regulation S-K.
+Added: ** Portions of this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+Added: The registrant undertakes to furnish a copy of all omitted schedules and exhibits to the U.S.
+Added: Securities and Exchange Commission upon its request.
+Added: Portions of this exhibit have been omitted pursuant to Item 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.
+Added: The registrant under undertakes to furnish an unredacted copy of the exhibits to the U.S.
+Added: Securities and Exchange Commission upon its request.
+Added: † Portions of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K because they are both not material and are the type that the registrant treats as private or confidential.
+Added: The registrant undertakes to furnish an unredacted copy of the exhibit to the U.S.
+Added: Securities and Exchange Commission upon its request.
Form 10-K Summary
2 unchanged sentences
August 26, 2025
−Removed: Chief Executive Officer and President
+Added: /s/ Robert Feurle
+Added: Robert Feurle
+Added: Chief Executive Officer
(Principal Executive Officer)
1 unchanged sentence
Signature Title Date
−Removed: /s/ G REGG A.
−Removed: Chief Executive Officer and President August 22, 2024
−Removed: Lowe (Principal Executive Officer)
−Removed: /s/ N EILL P.
−Removed: Executive Vice President and Chief Financial Officer August 22, 2024
−Removed: Reynolds (Principal Financial and Principal Accounting Officer)
−Removed: WERNER Chairman and Director August 22, 2024
+Added: /s/ R OBERT F EURLE
+Added: Chief Executive Officer August 26, 2025
+Added: Robert Feurle (Principal Executive Officer)
+Added: /s/ K EVIN S PEIRITS
+Added: Interim Chief Financial Officer August 26, 2025
+Added: Kevin Speirits (Principal Financial and Principal Accounting Officer)
+Added: /s/ T HOMAS H.
+Added: Chairman and Director August 26, 2025
/s/ G LENDA D ORCHAK
2 unchanged sentences
Director August 26, 2025
−Removed: /s/ C LYDE R.
+Added: /s/ M ARVIN A.
Director August 26, 2025
3 unchanged sentences
Director August 26, 2025
−Removed: Director August 22, 2024
−Removed: /s/ M ARVIN A.
−Removed: Director August 22, 2024
+Added: /s/ Paul Walsh Director August 26, 2025
/s/ S TACY J.
Director August 26, 2025
+Added: /s/ M ARK J ENSEN
+Added: Director August 26, 2025
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.