SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 16, 2021
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of|
|(Commission File |
|4600 Silicon Drive|
|(Address of principal executive offices)||(Zip Code)|
Registrant’s telephone number, including area code
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol||Name of each exchange on which registered|
|Common Stock, $0.00125 par value|| CREE||The Nasdaq Stock Market LLC|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard: Transfer of Listing.
On September 16, 2021, Cree, Inc. (the “Company”), acting pursuant to authorization from its Board of Directors, provided written notice to The Nasdaq Global Select Market LLC (“Nasdaq”) of its determination to voluntarily withdraw the principal listing of the Company’s common stock, par value $0.00125 per share (the “Common Stock”), from Nasdaq and transfer the listing to the New York Stock Exchange (“NYSE”). The Company expects that listing and trading of the Common Stock on Nasdaq will end at market close on October 1, 2021, and that trading will commence on the NYSE at market open on October 4, 2021.
The Common Stock has been approved for listing on the NYSE, where it will trade under the stock symbol “WOLF”.
|Item 7.01||Regulation FD Disclosure.|
A copy of the press release announcing the anticipated transfer of the principal listing of the Common Stock to the NYSE and intention to concurrently change the Company’s name to “Wolfspeed, Inc.” effective October 4, 2021 is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that Section. Furthermore, the information in Item 7.01 of this report shall not be deemed incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended.
|Item 9.01||Financial Statements and Exhibits.|
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.
|By:||/s/ Bradley D. Kohn|
|Bradley D. Kohn|
|Senior Vice President and General Counsel|
Date: September 16, 2021
Cree | Wolfspeed To Transfer to the New York Stock Exchange and Trade Under New Ticker Symbol
“WOLF”; To Host Investor Day in NYC on Wednesday, Nov. 17
DURHAM, N.C. September 16, 2021 – Cree, Inc. (Nasdaq: CREE), the global leader in Silicon Carbide technology through its Wolfspeed business, today announced that it will transfer the listing of its common stock to the New York Stock Exchange (“NYSE”) from The Nasdaq Global Select Market. Cree expects to commence trading as a NYSE-listed company at market open on October 4, 2021 under the new ticker symbol ‘WOLF’. The Company will continue to trade its common stock on the Nasdaq until the close of the market on October 1, 2021. As previously announced, the Company will also change its corporate name from Cree, Inc. to Wolfspeed, Inc. effective October 4, 2021.
“We are pleased to join the NYSE, one of the world’s most prestigious trading platforms, as we continue on our transformational journey as a pure play global semiconductor powerhouse leading the industry transition from silicon to Silicon Carbide,” said Gregg Lowe, Chief Executive Officer at Cree | Wolfspeed. Importantly, our company name change to Wolfspeed capitalizes on our 30-year heritage of working with Silicon Carbide and underscores our ambitious plans to compete and win in the rapidly expanding marketplace, which we believe will continue to provide long-term value for our customers and shareholders.”
“We are excited to welcome Cree | Wolfspeed as it transfers its listing to the NYSE,” said John Tuttle, Vice Chairman and Chief Commercial Officer, NYSE Group. “We look forward to the company joining the NYSE’s community of icons and disruptors, and to supporting their efforts to lead the worldwide transition from silicon to Silicon Carbide.”
Cree will host an Investor Day the morning of Wednesday, November 17, 2021 at the New York Stock Exchange in New York City. Cree | Wolfspeed CEO Gregg Lowe, CFO Neill Reynolds, and other members of the senior management team will discuss the Company’s progress on its transformation strategy and share more detail about its long-term outlook.
In-person attendance is limited to the investment community and registration is required. Institutional investors and financial analysts interested in attending should contact Cree’s investor relations team via the following email: email@example.com. The event will be webcast live on the Investor Relations page of the Company website. Webcast details will be available on Cree’s website at investor.cree.com/events.cfm. A replay of the webcast and related presentation materials will be available on the website following the conclusion of the event.
About Cree, Inc.
Cree is an innovator of Wolfspeed® power and radio frequency (RF) semiconductors. Cree’s Wolfspeed product families include silicon carbide materials, power-switching devices and RF devices targeted for applications such as electric vehicles, fast charging inverters, power supplies, telecom and military and aerospace
For additional product and Company information, please refer to www.cree.com.
Cree® and Wolfspeed® are registered trademarks of Cree, Inc.
Investor Relations Contact:
Vice President, Investor Relations
Vice President, Corporate Marketing