v3.26.1
Stockholders’ Equity and Pre-funded Warrants
 12 Months Ended
Jun. 28, 2026
Equity [Abstract]  
Stockholders’ Equity and Pre-funded Warrants Stockholders’ Equity and Pre-funded Warrants
At-The-Market Offering
On December 9, 2024, the Company established an "at-the-market" offering program (the "ATM Program") pursuant to which the Company could offer and sell, from time to time through sales agents, up to $200.0 million of the Company's common stock. The ATM Program was conducted pursuant to an equity distribution agreement (the "Equity Distribution Agreement") entered into by the Company and J.P. Morgan Securities LLC and Wells Fargo Securities, LLC (the "Managers").
The ATM Program concluded on January 14, 2025 and the Company completed the sale of approximately $200.0 million of Old Common Stock and, as such, the ATM Program automatically terminated in accordance with the terms of the Equity Distribution Agreement. In total, the Company sold and received payment for 27.8 million additional shares of Old Common Stock at a weighted average price of $7.20 per share through the ATM Program for total gross proceeds of approximately $200.0 million and net proceeds of approximately $195.2 million, after $4.0 million in commissions to the Managers and $0.8 million in other offering costs.
Securities Purchase Agreement
On March 19, 2026, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain investors in connection with a private placement offering of shares of New Common Stock and pre-funded warrants to purchase New Common Stock. On March 26, 2026, pursuant to the terms of the Securities Purchase Agreement, the Company issued and sold an aggregate of 3,250,030 shares of New Common Stock (the “Shares”) and pre-funded warrants (the “Pre-Funded Warrants” to purchase 2,000,000 shares of New Common Stock. The price per share of New Common Stock was $18.458, and the price per Pre-Funded Warrant was $18.448, resulting in aggregate gross proceeds of approximately $96.9 million, with issuance costs of $3.6 million. The Pre-Funded Warrants have an exercise price of $0.01 per underlying share of New Common Stock and are exercisable at any time until fully exercised. The Pre‑Funded Warrants do not expire until fully exercised.
The Pre-Funded Warrants are classified as equity and recorded as a component of additional paid-in capital at issuance. As of June 28, 2026, there were 2.0 million Pre-Funded Warrants outstanding.
At June 28, 2026, the Company had reserved a total of approximately 70.8 million shares of its common stock for future issuance as follows (in thousands):
Number of
Shares
For vesting of outstanding stock units3,766 
For future equity awards under the 2025 Long-Term Incentive Compensation Plan3,078 
For future equity awards under the 2025 Management Incentive Plan5,254 
For future issuance upon conversion of the New 2L Non-Renesas Convertible Notes21,836 
For future issuance upon conversion of the New 2L Renesas Convertible Notes11,096 
For future issuance upon conversion of the 1.5L Convertible Notes18,822 
Renesas Warrants4,944 
Pre-funded Warrants2,000 
Total common shares reserved70,796