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| LEI | 529900MRND8QGXGO7Y47 |
| CIK | 1282631 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Netlist, Inc.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| September 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| September 11, 2025 |
NETLIST, INC. 2025 EQUITY INCENTIVE PLAN Exhibit 10.1 NETLIST, INC. 2025 EQUITY INCENTIVE PLAN 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this Netlist, Inc. 2025 Equity Incentive Plan, have the following meanings: “Administrator” means the Board of Directors, unless it has delegated power to act on its behalf to the Committee, in which case the term “Administrator” |
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| September 11, 2025 |
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): September 9, 2025 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpor |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 7, 2025 |
Netlist Reports Second Quarter 2025 Results Exhibit 99.1 Netlist Reports Second Quarter 2025 Results IRVINE, CALIFORNIA, August 7, 2025 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the second quarter ended June 28, 2025. Recent Highlights: · Revenue for the second quarter of 2025 increased by 44%, or $12.7 million, compared to the first quarter of 2025. · Operating Expenses for second quarter of 2025 decreased by 31% o |
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| August 7, 2025 |
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): August 7, 2025 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporati |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1 ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Def |
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| July 24, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| July 14, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| June 26, 2025 |
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): June 20, 2025 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporatio |
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| June 26, 2025 |
Netlist Announces New Appointments to Board of Directors Exhibit 99.1 Netlist Announces New Appointments to Board of Directors IRVINE, CA / ACCESS Newswire / June 20, 2025 / Netlist, Inc. (OTCQB:NLST) today announced that Jun S. Cho and Blake Welcher have been appointed as independent members to the Company's Board of Directors, effective June 20, 2025. C.K. Hong, Netlist's Chief Executive Officer, said, "Jun and Blake are experienced strategic advisors |
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| June 25, 2025 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-280985 PROSPECTUS SUPPLEMENT (to the prospectus dated August 14, 2024) NETLIST, INC. 17,142,860 Shares of Common Stock Common Stock Purchase Warrants to Purchase 34,285,720 Shares of Common Stock We are offering 17,142,860 shares of our common stock, par value $0.001 per share, and Common Stock Purchase Warrants, or the Warr |
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| June 24, 2025 |
Exhibit 10.3 LOCK-UP AGREEMENT June 24, 2025 Re: Securities Purchase Agreement, dated as of June 24, 2025 (the “Purchase Agreement”), between Netlist, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the meanings s |
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| June 24, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 24, 2025 Date of Report (Date of earliest event reported) NETLIST, INC. |
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| June 24, 2025 |
Exhibit 10.2 PLACEMENT AGENCY AGREEMENT June 24, 2025 Roth Capital Partners, LLC 888 San Clemente Drive Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Netlist, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $12,000,002.00 of registered securities of the Company, includ |
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| June 24, 2025 |
Netlist Announces $12.0 Million Registered Direct Offering Exhibit 99.1 Confidential-Privileged Netlist Announces $12.0 Million Registered Direct Offering IRVINE, CA / ACCESSWIRE / June 24, 2025 - Netlist, Inc. (OTCQB: NLST) today announced that it has entered into a definitive agreement for the purchase and sale of an aggregate of 17,142,860 shares of its common stock and warrants to purchase up to 34,285,720 shares of common stock at a combined purchase |
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| June 24, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 24, 2025, between Netlist, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions se |
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| June 24, 2025 |
Form of Common Stock Purchase Warrant Exhibit 4.1 COMMON STOCK PURCHASE WARRANT netlist, inc. Warrant Shares: Issue Date: June 25, 2025 Initial Exercise Date: June 25, 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time o |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of the registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 111 Academy, Suite 100 Irvine, California 92617 (Address of pr |
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| June 2, 2025 |
Conflict Minerals Report of Netlist, Inc. as required by Items 1.01 and 1.02 of this Form SD. Exhibit 1.01 Netlist, Inc. Conflict Minerals Report For The Reporting Period from January 1, 2024 to December 31, 2024 This Conflict Minerals Report (the “Report”) of Netlist, Inc. (“Netlist,” “we,” “us,” or “our”) for the reporting period from January 1, 2024 to December 31, 2024 (the “Reporting Period”) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended |
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| May 16, 2025 |
NETLIST, INC. 111 ACADEMY, SUITE 100 IRVINE, CA 92617 NETLIST, INC. 111 ACADEMY, SUITE 100 IRVINE, CA 92617 May 16, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Baldwin Re: Netlist, Inc. Registration Statement on Form S-3 File No. 333-287238 (the “Registration Statement”) Acceleration Request Ladies and Gentlemen: In accordance with Rule 461 of Regulati |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 13, 2025 |
As filed with the Securities and Exchange Commission on May 13, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 13, 2025 Registration No. |
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| May 13, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Netlist, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, par va |
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| May 6, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 6, 2025 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporation) |
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| May 6, 2025 |
Netlist Reports First Quarter 2025 Results Exhibit 99.1 Netlist Reports First Quarter 2025 Results IRVINE, CALIFORNIA, May 6, 2025 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the first quarter ended March 29, 2025. Recent Highlights: · Revenue for the first quarter of 2025 was $29.0 million. · Operating Expenses for the first quarter decreased by 39% to $11.1 million compared to $18.1 million for last year’s first qu |
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| April 2, 2025 |
As filed with the Securities and Exchange Commission on April 2, 2025 As filed with the Securities and Exchange Commission on April 2, 2025 Registration No. |
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| April 2, 2025 |
As filed with the Securities and Exchange Commission on April 2, 2025 As filed with the Securities and Exchange Commission on April 2, 2025 Registration No. |
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| April 2, 2025 |
As filed with the Securities and Exchange Commission on April 2, 2025 As filed with the Securities and Exchange Commission on April 2, 2025 Registration No. |
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| April 2, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equit |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2024 or ◻ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-331 |
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| March 28, 2025 |
EXHIBIT 19 POLICY ON INSIDER TRADING Introduction The purpose of this Policy is to reduce the risk that members of the Board of Directors (“Directors”), Section 16 Officers, other employees, and consultants of Netlist, Inc. |
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| March 27, 2025 |
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): March 27, 2025 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporati |
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| March 27, 2025 |
Netlist Reports Full Year and Fourth Quarter 2024 Results Exhibit 99.1 Netlist Reports Full Year and Fourth Quarter 2024 Results IRVINE, CALIFORNIA, March 27, 2025 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the full year and fourth quarter ended December 28, 2024. Recent Highlights: · Net sales for the full year of 2024 increased by 113% to $147.1 million compared to $69.2 million from the same period one year ago. · Gross profit |
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| March 14, 2025 |
NETLIST, INC. Up to $75,000,000 of Common Stock and 2,246,046 Shares of Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-280985 PROSPECTUS SUPPLEMENT (to the prospectus dated August 14, 2024) NETLIST, INC. Up to $75,000,000 of Common Stock and 2,246,046 Shares of Common Stock This prospectus supplement relates to the offer and sale of shares of our common stock that we may issue and sell to Lincoln Park Capital Fund, LLC (“Lincoln Park”) from |
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| March 14, 2025 |
Exhibit 1.1 PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2025, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Investor wishes |
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| March 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 13, 2025 NETLIST, INC. |
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| March 14, 2025 |
Exhibit 1.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 13, 2025, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the res |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 7, 2024 |
Second Amended and Restated Bylaws of Netlist, Inc. Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF NETLIST, INC. TABLE OF CONTENTS Page ARTICLE 1 OFFICES 1 Section 1.1 Registered Office 1 Section 1.2 Other Offices 1 ARTICLE 2 STOCKHOLDERS’ MEETINGS 1 Section 2.1 Place of Meetings 1 Section 2.2 Annual Meetings 2 Section 2.3 Special Meetings 2 Section 2.4 Notice of Meetings 2 Section 2.5 Quorum and Voting 3 Section 2.6 Voting Rights 3 Section 2.7 |
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| October 29, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 October 29, 2024 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpora |
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| October 29, 2024 |
Netlist Reports Third Quarter 2024 Results Exhibit 99.1 Netlist Reports Third Quarter 2024 Results IRVINE, CALIFORNIA, October 29, 2024 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the third quarter ended September 28, 2024. Recent Highlights: · Net sales for the third quarter of 2024 increased by 140% to $40.2 million compared to $16.7 million from the same quarter one year ago. · Secured order finalizing $303 millio |
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| October 11, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 11, 2024, between Netlist, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set for |
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| October 11, 2024 |
Exhibit 10.2 PLACEMENT AGENCY AGREEMENT October 11, 2024 Roth Capital Partners, LLC 888 San Clemente Drive Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Netlist, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $15,000,000 of registered securities of the Company, including, but not |
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| October 11, 2024 |
Netlist Announces $15 Million Registered Direct Offering Exhibit 99.1 Netlist Announces $15 Million Registered Direct Offering IRVINE, CALIFORNIA, October 11, 2024 - Netlist, Inc. (OTCQB: NLST) today announced that it has entered into a definitive agreement for the purchase and sale of an aggregate of 13,636,364 shares of its common stock, Series A Warrants to purchase 13,636,364 shares of common stock, and Series B Warrants to purchase 13,636,364 share |
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| October 11, 2024 |
Exhibit 4.1 SERIES A COMMON STOCK PURCHASE WARRANT netlist, inc. Warrant Shares: Issue Date: October , 2024 Initial Exercise Date: October , 2024 THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on |
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| October 11, 2024 |
Exhibit 4.2 SERIES B COMMON STOCK PURCHASE WARRANT netlist, inc. Warrant Shares: Issue Date: October , 2024 Initial Exercise Date: October , 2024 THIS SERIES B COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 11, 2024 Date of Report (Date of earliest event reported) NETLIST, INC. |
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| October 11, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-280985 PROSPECTUS SUPPLEMENT (to the prospectus dated August 14, 2024) NETLIST, INC. 13,636,364 Shares of Common Stock Series A Common Stock Purchase Warrants to Purchase 13,636,364 Shares of Common Stock Series B Common Stock Purchase Warrants to Purchase 13,636,364 Shares of Common Stock We are offering up to 13,636,364 sh |
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| October 11, 2024 |
Exhibit 10.3 LOCK-UP AGREEMENT October 11, 2024 Re: Securities Purchase Agreement, dated as of October 11, 2024 (the “Purchase Agreement”), between Netlist, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the mean |
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| August 16, 2024 |
Submission of Matters to a Vote of Security Holders 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 August 14, 2024 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporat |
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| August 13, 2024 |
NETLIST, INC. 111 Academy, Suite 100 Irvine, California 92617 NETLIST, INC. 111 Academy, Suite 100 Irvine, California 92617 VIA EDGAR August 13, 2024 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: Eranga Dias Erin Purnell Re: Netlist, Inc. Acceleration Request for Registration Statement on Form S-3 Filed July 24, 2024 File No. 333-280985 Ladies and Gentlemen: Pursuant to Rul |
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| August 7, 2024 |
As filed with the Securities and Exchange Commission on August 7, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 7, 2024 Registration No. |
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| August 7, 2024 |
3580 Camel Mountain Road Suite 300 San Diego, CA 92130 858 314 1500 mintz.com August 7, 2024 VIA EDGAR Division of Corporation Finance Office of Manufacturing United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Attn: Eranga Dias Erin Purnell Re: Netlist, Inc. Registration Statement on Form S-3 Filed July 24, 2024 File No. 333-280985 Dear Mr. Dias and Ms. |
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| August 7, 2024 |
Calculation of Filing Fee Tables S-3 NETLIST INC Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, $0. |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 30, 2024 |
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 July 30, 2024 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporatio |
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| July 30, 2024 |
Netlist Reports Second Quarter 2024 Results Exhibit 99.1 Netlist Reports Second Quarter 2024 Results IRVINE, CALIFORNIA, July 30, 2024 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the second quarter ended June 29, 2024. Second Quarter 2024 Highlights: · Net sales for the second quarter of 2024 increased by 267% to $36.8 million compared to $10.0 million from the same quarter one year ago. · Received a jury verdict in t |
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| July 24, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Netlist, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee Newly |
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| July 24, 2024 |
As filed with the Securities and Exchange Commission on July 24, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 24, 2024 Registration No. |
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| June 28, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| June 18, 2024 |
Letter from KMJ Corbin & Company LLP, dated June 18, 2024. Exhibit 16.1 June 18, 2024 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N. E. Washington, D.C. 20549 Ladies and Gentlemen: We have read the comments made regarding us in Item 4.01 of Form 8-K of Netlist, Inc. dated June 13, 2024, and are in agreement with those statements. /s/ KMJ Corbin & Company LLP Irvine, California |
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| June 18, 2024 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 June 13, 2024 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporatio |
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| May 28, 2024 |
Conflict Minerals Report of Netlist, Inc. as required by Items 1.01 and 1.02 of this Form SD. Exhibit 1.01 Netlist, Inc Conflict Minerals Report For The Reporting Period from January 1, 2023 to December 31, 2023 This Conflict Minerals Report (the “Report”) of Netlist, Inc. (“Netlist,” “we,” “us,” or “our”) for the reporting period from January 1, 2023 to December 31, 2023 (the “Reporting Period”) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended ( |
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| May 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33170 (State or other jurisdiction of incorporation or organization) (Commission File Number) 111 Academy, Suite 100 Irvine, California 92617 (Address of principal executive offices) (Zip code) Chun K. Hong P |
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| May 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 25, 2024 |
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 April 25, 2024 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporati |
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| April 25, 2024 |
Netlist Reports First Quarter 2024 Results Exhibit 99.1 Netlist Reports First Quarter 2024 Results IRVINE, CALIFORNIA, April 25, 2024 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the first quarter ended March 30, 2024. First Quarter 2024 Highlights: · Net sales for the first quarter of 2024 increased by 297% to $35.8 million compared to $9.0 million from the same quarter one year ago. “First quarter revenue improved n |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 95-4812784 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identifi |
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| April 17, 2024 |
Exhibit 4.1 AMENDMENT NO. 4 TO RIGHTS AGREEMENT This AMENDMENT NO. 4 TO RIGHTS AGREEMENT (this “Amendment”), dated as of April 17, 2024, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”) and Equiniti Trust Company, LLC, as rights agent (“Equiniti”), with reference to the following facts: WHEREAS, the Company and Computershare Trust Company, N.A. (“Computershare”) |
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| April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 17, 2024 NETLIST, INC. |
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| March 1, 2024 |
As filed with the Securities and Exchange Commission on March 1, 2024 As filed with the Securities and Exchange Commission on March 1, 2024 Registration No. |
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| March 1, 2024 |
EX-FILING FEES Calculation of Filing Fee Tables FORM S-8 (Form Type) NETLIST, INC. |
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| March 1, 2024 |
As filed with the Securities and Exchange Commission on March 1, 2024 As filed with the Securities and Exchange Commission on March 1, 2024 Registration No. |
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| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2023 or ◻ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-331 |
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| February 13, 2024 |
Netlist Reports Full Year and Fourth Quarter 2023 Results Exhibit 99.1 Netlist Reports Full Year and Fourth Quarter 2023 Results IRVINE, CALIFORNIA, February 13, 2024 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the full-year and fourth quarter ended December 30, 2023. Fourth Quarter 2023 Highlights: · Net product sales for the fourth quarter of 2023 increased by 100% compared to the third quarter of 2023. · Net product sales for th |
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| February 13, 2024 |
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 February 13, 2024 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpor |
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| November 9, 2023 |
Exhibit 10.4 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of the Effective Date by and between SILICON VALLEY BANK, a division of First-Citizens Bank & Trust Company (“Bank”) and NETLIST, INC., a Delaware corporation (“Borrower”). The parties agree as follows: 1.LOAN AND TERMS OF PAYMENT 1.1Revolving Line. (a)Availability. Subject to the terms and con |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 31, 2023 |
Netlist Reports Third Quarter 2023 Results Exhibit 99.1 Netlist Reports Third Quarter 2023 Results IRVINE, CALIFORNIA, October 31, 2023 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the third quarter ended September 30, 2023. “Product revenue in the third quarter improved 67% on a sequential basis, as the memory market has begun to recover,” said Chief Executive Officer, C.K. Hong. “The transition to new DDR5 based ser |
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| October 31, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 October 31, 2023 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpora |
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| August 18, 2023 |
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 August 16, 2023 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporat |
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| August 15, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-259838 PROSPECTUS SUPPLEMENT (to the prospectus dated September 28, 2021) NETLIST, INC. 11,111,112 Shares of Common Stock Warrants to Purchase 11,111,112 Shares of Common Stock We are offering up to 11,111,112 shares of our common stock and warrants to purchase up to 11,111,112 shares of our common stock in this offering (an |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 14, 2023 Date of Report (Date of earliest event reported) NETLIST, INC. |
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| August 15, 2023 |
Exhibit 10.3 LOCK-UP AGREEMENT August 14, 2023 Re: Securities Purchase Agreement, dated as of August 14, 2023 (the “Purchase Agreement”), between Netlist, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the meanin |
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| August 15, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 14, 2023, between Netlist, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set fort |
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| August 15, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form 424(b)(5) (Form Type) Netlist, Inc. |
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| August 15, 2023 |
Exhibit 4.1 COMMON STOCK PURCHASE WARRANT netlist, inc. Warrant Shares: Issue Date: August , 2023 Initial Exercise Date: August , 2023 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after August , 20 |
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| August 15, 2023 |
Exhibit 10.2 PLACEMENT AGENCY AGREEMENT August 14, 2023 Roth Capital Partners, LLC 888 San Clemente Drive Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Netlist, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $30,000,002.40 of registered securities of the Company, including, but n |
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| August 15, 2023 |
Netlist Announces $30 Million Registered Direct Offering Exhibit 99.1 Netlist Announces $30 Million Registered Direct Offering IRVINE, CALIFORNIA, August 15, 2023 - Netlist, Inc. (OTCQB: NLST), a pioneer in high performance memory technology, today announced that it has entered into a definitive agreement for the purchase and sale of an aggregate of 11,111,112 shares of its common stock and warrants to purchase 11,111,112 shares of common stock in a reg |
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| August 14, 2023 |
Exhibit 99.1 Netlist Secures Final Judgment against Samsung Confirming Willful Infringement and $303,150,000 in Damages IRVINE, CALIFORNIA, August 14, 2023 - Netlist, Inc. (OTCQB: NLST), a pioneer in high performance memory technology, today announced the entry of a Final Judgment in the case of Netlist v. Samsung Electronics Co. Ltd. et al. (EDTX Case No. 2:21-cv-00463-JRG) in the United States D |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 11, 2023 Date of Report (Date of earliest event reported) NETLIST, INC. |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 1, 2023 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporati |
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| August 1, 2023 |
Netlist Reports Second Quarter 2023 Results Exhibit 99.1 Netlist Reports Second Quarter 2023 Results IRVINE, CALIFORNIA, August 1, 2023 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the second quarter ended July 1, 2023. “Second quarter results reflect a sluggish memory market which appears to have bottomed, and we expect a return to growth of our product business in the second half of the year” said Chief Executive Off |
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| June 30, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| May 23, 2023 |
Conflict Minerals Report of Netlist, Inc. as required by Items 1.01 and 1.02 of this Form SD. Exhibit 1.01 Netlist, Inc Conflict Minerals Report For The Reporting Period from January 1, 2022 to December 31, 2022 This Conflict Minerals Report (the “Report”) of Netlist, Inc. (“Netlist,” “we,” “us,” or “our”) for the reporting period from January 1, 2022 to December 31, 2022 (the “Reporting Period”) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended ( |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 111 Academy, Suite 100 Irvine, California 92617 (Address of principal |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 25, 2023 |
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 April 25, 2023 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporati |
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| April 25, 2023 |
Netlist Reports First Quarter 2023 Results Exhibit 99.1 Netlist Reports First Quarter 2023 Results IRVINE, CALIFORNIA, April 25, 2023 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the first quarter ended April 1, 2023. “First quarter results reflect the ongoing downturn in the memory market,” said Chief Executive Officer, C.K. Hong. “Demand remains sluggish across the industry, which will continue to impact our product |
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| March 2, 2023 |
As filed with the Securities and Exchange Commission on March 2, 2023 As filed with the Securities and Exchange Commission on March 2, 2023 Registration No. |
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| March 2, 2023 |
As filed with the Securities and Exchange Commission on March 2, 2023 As filed with the Securities and Exchange Commission on March 2, 2023 Registration No. |
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| March 2, 2023 |
As filed with the Securities and Exchange Commission on March 2, 2023 As filed with the Securities and Exchange Commission on March 2, 2023 Registration No. |
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| March 2, 2023 |
EX-FILING FEES Calculation of Filing Fee Tables FORM S-8 (Form Type) NETLIST, INC. |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ◻ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-331 |
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| February 21, 2023 |
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 February 21, 2023 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpor |
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| February 21, 2023 |
Netlist Reports Full Year and Fourth Quarter 2022 Results Exhibit 99.1 Netlist Reports Full Year and Fourth Quarter 2022 Results IRVINE, CALIFORNIA, February 21, 2023 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the full year and fourth quarter ended December 31, 2022. 2022 Highlights: • Full year net product sales increased by 58% to $161.6 million compared to $102.4 million for last year. • Full year product gross profit dollars i |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 27, 2022 |
Netlist Reports Third Quarter 2022 Results Exhibit 99.1 Netlist Reports Third Quarter 2022 Results IRVINE, CALIFORNIA, October 27, 2022 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the third quarter ended October 1, 2022. Third Quarter 2022 Highlights: · Net product sales increased by 29% to $34.4 million compared to $26.7 million for last year’s quarter. · Year-to-date net product sales more than doubled to $140.0 mi |
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| October 27, 2022 |
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 October 27, 2022 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpora |
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| August 18, 2022 |
Submission of Matters to a Vote of Security Holders 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 August 16, 2022 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporat |
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| August 9, 2022 |
EX-FILING FEES Calculation of Filing Fee Tables FORM S-8 (Form Type) NETLIST, INC. |
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| August 9, 2022 |
As filed with the Securities and Exchange Commission on August 8, 2022 As filed with the Securities and Exchange Commission on August 8, 2022 Registration No. |
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| August 9, 2022 |
As filed with the Securities and Exchange Commission on August 8, 2022 As filed with the Securities and Exchange Commission on August 8, 2022 Registration No. |
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| August 9, 2022 |
As filed with the Securities and Exchange Commission on August 8, 2022 As filed with the Securities and Exchange Commission on August 8, 2022 Registration No. |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 2, 2022 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporati |
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| August 2, 2022 |
Netlist Reports Second Quarter 2022 Results Exhibit 99.1 Netlist Reports Second Quarter 2022 Results IRVINE, CALIFORNIA, August 2, 2022 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the second quarter ended July 2, 2022. Second Quarter 2022 Highlights: ? Net product sales more than doubled to $55.4 million compared to $24.4 million for last year?s quarter. ? Product gross profit dollars increased by 66%. Product gross p |
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| July 1, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.???) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rul |
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| May 24, 2022 |
Conflict Minerals Report of Netlist, Inc. as required by Items 1.01 and 1.02 of this Form SD. Exhibit 1.01 Netlist, Inc Conflict Minerals Report For The Year Ended December 31, 2021 This Conflict Minerals Report (the ?Report?) of Netlist, Inc. (?Netlist,? ?we,? ?us,? or ?our?) for the year ended December 31, 2021 (the ?Reporting Period?) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the ?Rule?). The Rule was adopted by the Securities and Exch |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 111 Academy, Suite 100 Irvine, California 92617 (Address of principal |
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| May 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 9, 2022 |
Exhibit 10.1 ? AMENDMENT TO LOAN AND SECURITY AGREEMENT ? THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of April 29, 2022, by and between SILICON VALLEY BANK (?Bank? or ?Silicon?) and NETLIST, INC., a Delaware corporation (?Borrower?). Borrower?s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618 RECITALS A.Bank and Borrower |
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| May 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 2, 2022 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporation) |
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| May 2, 2022 |
Netlist Reports First Quarter 2022 Results Exhibit 99.1 Netlist Reports First Quarter 2022 Results IRVINE, CALIFORNIA, May 2, 2022 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the first quarter ended April 2, 2022. First Quarter 2022 Highlights: ? Revenue more than tripled to $50.2 million compared to $14.9 million for last year?s quarter ? Gross profit dollars more than doubled to $3.4 million compared to $1.5 millio |
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| March 2, 2022 |
As filed with the Securities and Exchange Commission on March 2, 2022 As filed with the Securities and Exchange Commission on March 2, 2022 Registration No. |
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| March 2, 2022 |
EX-FILING FEES 5 tm228008d1ex-filingfees.htm EX-FILING FEES EX-FILING FEES Calculation of Filing Fee Tables FORM S-8 (Form Type) NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Prop |
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| March 2, 2022 |
Form of Restricted Stock Unit Agreement Exhibit 99 NETLIST, INC. RESTRICTED STOCK UNIT AWARD NOTICE (Time-Based) 1. Name of Participant: [?] 2. Grant Date: [Date of Board Grant] 3. Vesting Start Date: [?] 4. Number of Restricted Stock Units (?RSUs?) Awarded: [$[] divided by closing price on the date of Board Grant rounded down to nearest whole share] 5. Vesting Schedule: This Award shall vest as follows provided (except as otherwise set |
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| March 2, 2022 |
As filed with the Securities and Exchange Commission on March 2, 2022 As filed with the Securities and Exchange Commission on March 2, 2022 Registration No. |
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| March 1, 2022 |
Netlist Reports Full Year and Fourth Quarter 2021 Results Exhibit 99.1 Netlist Reports Full Year and Fourth Quarter 2021 Results IRVINE, CALIFORNIA, March 1, 2022 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the full year and the fourth quarter ended January 1, 2022. 2021 Highlights: ? Revenue increased 201% to $142.4 million compared to $47.2 million last year ? Gross profit increased 626% to $48.9 million compared to $6.7 million |
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| March 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 March 1, 2022 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorporatio |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 1, 2022 |
EXHIBIT 21.1 ? SUBSIDIARIES OF NETLIST, INC. ? The following is a list of wholly owned subsidiaries of Netlist, Inc. as of the end of the year covered by this report: ? ? ? ? Entity Name Jurisdiction of Organization Netlist Electronics (Suzhou) Co., Ltd ? People?s Republic of China Naixu Information Technology (Suzhou) Co., Ltd. ? People?s Republic of China Netlist Luxembourg S.a r.l. ? Luxembourg |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 2, 2021 |
Netlist Reports Third Quarter 2021 Results Exhibit 99.1 Netlist Reports Third Quarter 2021 Results IRVINE, CALIFORNIA, November 2, 2021 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the third quarter ended October 2, 2021. Revenue for the third quarter ended October 2, 2021 was $26.7 million which was up 162% year over year. Net loss for the third quarter ended October 2, 2021 was ($10.7) million, or loss per share of |
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| November 2, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 November 2, 2021 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of (Commission (IRS Employer incorpora |
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| September 28, 2021 |
EX-1.2 3 tm2127825d4ex1-2.htm EXHIBIT 1.2 Exhibit 1.2 Execution Copy REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 28, 2021, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms us |
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| September 28, 2021 |
As filed with the securities and exchange commission on September 28, 2021 TABLE OF CONTENTS As filed with the securities and exchange commission on September 28, 2021 Registration No. |
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| September 28, 2021 |
CALCULATION OF REGISTRATION FEE TABLE OF CONTENTS ?Filed pursuant to Rule 424(b)(5) File No. 333-259838? CALCULATION OF REGISTRATION FEE ? ? Title of Each Class of Securities to be Registered ? ? ? Amount to be Registered ? ? ? Proposed Maximum Offering Price Per Share(1) ? ? ? Amount to be registered/Proposed maximum aggregate offering price ? ? ? Amount of Registration Fee(2) ? Common Stock, $0.001 par value per share ? ? ? ? |
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| September 28, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 28, 2021 NETLIST, INC. |
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| September 28, 2021 |
Exhibit 1.1 Execution Version PURCHASE AGREEMENT PURCHASE AGREEMENT (the ?Agreement?), dated as of September 28, 2021, by and between NETLIST, INC., a Delaware corporation (the ?Company?), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the ?Investor?). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, a |
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| August 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 16, 2021 |
Submission of Matters to a Vote of Security Holders 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 August 13, 2021 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-4812 |
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| August 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 3, 2021 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-48127 |
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| August 3, 2021 |
Netlist Reports Second Quarter 2021 Results Exhibit 99.1 Netlist Reports Second Quarter 2021 Results IRVINE, CALIFORNIA, August 3, 2021 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the second quarter ended July 3, 2021. Revenue for the second quarter ended July 3, 2021 was $64.4 million with $40 million in licensing fees and $24.4 million in product revenue which was up 123% quarter over quarter and up 64% consecutivel |
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| July 12, 2021 |
EX-1.1 2 tm2121963d2ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of July 12, 2021, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell |
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| July 12, 2021 |
Up to $17,400,000 of Common Stock and 200,500 Shares of Common Stock NETLIST, INC. TABLE OF CONTENTS ?Filed pursuant to Rule 424(b)(5)? ?File No. 333-228348? PROSPECTUS SUPPLEMENT (To Prospectus dated November 28, 2018) Up to $17,400,000 of Common Stock and 200,500 Shares of Common Stock NETLIST, INC. This prospectus supplement relates to the offer and sale of shares of our common stock that we may issue and sell to Lincoln Park Capital Fund, LLC (?Lincoln Park?) from time to ti |
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| July 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 12, 2021 NETLIST, INC. |
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| July 12, 2021 |
Exhibit 1.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of July 12, 2021, by and between NETLIST, INC., a Delaware corporation (the ?Company?), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the ?Investor?). Capitalized terms used herein and not otherwise defined herein shall have the resp |
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| June 29, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.???) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rul |
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| May 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 175 Technology Drive, Suite 150 Irvine, California 92618 (Address of |
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| May 28, 2021 |
Conflict Minerals Report of Netlist, Inc. as required by Items 1.01 and 1.02 of this Form SD. Exhibit 1.01 Netlist, Inc Conflict Minerals Report For The Year Ended December 31, 2020 This Conflict Minerals Report (the “Report”) of Netlist, Inc. (“Netlist,” “we,” “us,” or “our”) for the year ended December 31, 2020 (the “Reporting Period”) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”). The Rule was adopted by the Securities and Exch |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ] ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 18, 2021 |
Exhibit 10.1 ? Amendment to Loan and security agreement ? THIS AMENDMENT to Loan AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of April 9, 2021, by and between Silicon Valley Bank (?Bank? or ?Silicon?) and NETLIST, INC., a Delaware corporation (?Borrower?). Borrower?s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618 Recitals A.Bank and Borrower |
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| May 11, 2021 |
Netlist Reports First Quarter 2021 Results Exhibit 99.1 Netlist Reports First Quarter 2021 Results IRVINE, CALIFORNIA, May 11, 2021 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the first quarter ended April 3, 2021. Net sales for the first quarter ended April 3, 2021 were $14.9 million, compared to net sales of $14.6 million for the quarter ended March 28, 2020. Gross profit for the quarter ended April 3, 2021 was $1. |
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| May 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 11, 2021 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-4812784 |
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| May 3, 2021 |
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 April 28, 2021 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-48127 |
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| May 3, 2021 |
Exhibit 10.2 LEASE TERMINATION AGREEMENT I. PARTIES AND DATE. THIS LEASE TERMINATION AGREEMENT ("Agreement") is made and entered into as of April 28, 2021, by and between SPECTRUM OFFICE PROPERTIES II LLC, a Delaware limited liability company, hereafter called ?Landlord,? and NETLIST, INC., a Delaware corporation, hereafter called ?Tenant.? II. RECITALS. On April 2, 2007, Landlord (successor-in-in |
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| May 3, 2021 |
Lease, dated April 28, 2021, by and between Netlist, Inc. and University Research Park, LLC Exhibit 10.1 LEASE BETWEEN UNIVERSITY RESEARCH PARK LLC AND NETLIST, INC. LEASE THIS LEASE is made as of April 28, 2021, by and between UNIVERSITY RESEARCH PARK LLC, a Delaware limited liability company, hereafter called ?Landlord,? and NETLIST, INC., a Delaware corporation, hereafter called ?Tenant.? ARTICLE 1. BASIC LEASE PROVISIONS Each reference in this Lease to the ?Basic Lease Provisions? sh |
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| April 6, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 5, 2021 NETLIST, INC. |
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| March 26, 2021 |
EXHIBIT 21.1 ? SUBSIDIARIES OF NETLIST, INC. ? The following is a list of wholly owned subsidiaries of Netlist, Inc. as of the end of the year covered by this report: ? ? ? ? Entity Name Jurisdiction of Organization Netlist Electronics (Suzhou) Co., Ltd ? People?s Republic of China Netlist HK Limited ? Hong Kong Netlist Luxembourg S.a r.l. ? Luxembourg ? ? ? ? ? |
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| March 26, 2021 |
Table of Contents ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 26, 2021 |
As filed with the Securities and Exchange Commission on March 26, 2021 Registration No. |
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| March 1, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 March 1, 2021 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-481278 |
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| March 1, 2021 |
Netlist Reports Full Year and Fourth Quarter 2020 Results Exhibit 99.1 Netlist Reports Full Year and Fourth Quarter 2020 Results IRVINE, CALIFORNIA, March 1, 2021 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the full year and the fourth quarter ended January 2, 2021. Net sales for the full year ended January 2, 2021 were $47.2 million, compared to net sales of $26.1 million for the full year ended December 28, 2019. Gross profit for |
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| November 10, 2020 |
Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 10, 2020 |
NETLIST REPORTS THIRD QUARTER 2020 RESULTS Exhibit 99.1 NETLIST REPORTS THIRD QUARTER 2020 RESULTS IRVINE, CALIFORNIA, November 10, 2020 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the third quarter ended September 26, 2020. Net sales for the third quarter ended September 26, 2020 were $10.2 million, compared to net sales of $6.1 million for the quarter ended September 28, 2019. Gross profit for the quarter ended Sep |
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| November 10, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K 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 November 10, 2020 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-48 |
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| August 14, 2020 |
EX-4.1 2 tm2027023d2ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 AMENDMENT NO. 3 TO RIGHTS AGREEMENT This AMENDMENT NO. 3 TO RIGHTS AGREEMENT (this “Amendment”), dated as of August 14, 2020, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), with reference to the following facts: WHEREAS, the Compa |
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| August 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 14, 2020 NETLIST, INC. |
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| August 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 95-4812784 (State of incorporation or organization) (I.R.S. Employer Identification No.) 175 Technology, Suite 150 Ir |
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| August 14, 2020 |
Netlist Renews Stockholder Rights Agreement EX-99.1 3 tm2027023d2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Netlist Renews Stockholder Rights Agreement IRVINE, CALIFORNIA, August 14, 2020 — Netlist, Inc. (OTCQB: NLST) (“Netlist” or the “Company”), today announced that its Board of Directors has renewed the stockholder rights agreement (the “Rights Agreement”) it originally entered into in April 2017. The amendment to the Rights Agreement extends |
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| August 11, 2020 |
Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 11, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 11, 2020 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-4812 |
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| August 11, 2020 |
NETLIST REPORTS SECOND QUARTER 2020 RESULTS Exhibit 99.1 NETLIST REPORTS SECOND QUARTER 2020 RESULTS IRVINE, CALIFORNIA, August 11, 2020 - Netlist, Inc. (OTCQB: NLST) today reported financial results for the second quarter ended June 27, 2020. Net sales for the second quarter ended June 27, 2020 were $10.9 million, compared to net sales of $5.5 million for the quarter ended June 29, 2019. Gross profit for the quarter ended June 27, 2020 was |
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| August 10, 2020 |
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 August 7, 2020 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-48127 |
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| August 10, 2020 |
Amendment to Amended and Restated Bylaws of Netlist, Inc. EX-3.2 3 tm2027022d1ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF NETLIST, INC. The Amended and Restated Bylaws (“Bylaws”) of Netlist, Inc., a Delaware corporation, are hereby amended, effective August 7, 2020, to amend and restate Section 3.3 of Article 3 to read in its entirety as follows: 3.3 Vacancies. Vacancies and newly created directorships resulting from |
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| August 10, 2020 |
Certificate of Amendment to the Restated Certificate of Incorporation of Netlist, Inc. EX-3.1 2 tm2027022d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF NETLIST, INC. Netlist, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State |
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| July 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| June 24, 2020 |
Use these links to rapidly review the document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 19, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 15, 2020 NETLIST, INC. |
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| June 12, 2020 |
Use these links to rapidly review the document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 175 Technology Drive, Suite 150 Irvine, California 92618 (Address of |
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| May 21, 2020 |
Netlist, Inc Conflict Minerals Report For The Year Ended December 31, 2019 EX-1.01 2 tm2020111d1ex1-01.htm EXHIBIT 1.01 Exhibit 1.01 Netlist, Inc Conflict Minerals Report For The Year Ended December 31, 2019 This Conflict Minerals Report (the “Report”) of Netlist, Inc. (“Netlist,” “we,” “us,” or “our”) for the year ended December 31, 2019 (the “Reporting Period”) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”). Th |
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| May 8, 2020 |
FIRST AMENDMENT TO INVESTMENT AGREEMENT This First Amendment to Investment Agreement, dated as of January 23, 2020 (the “Amendment”), is entered into by and among TR Global Funding V, LLC, a Delaware limited liability company managed by TR Global Associates V, LLC (together with its successors and assigns, “Investor”), and Netlist, Inc. |
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| May 8, 2020 |
Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 6, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 6, 2020 Date of Report (Date of earliest event reported): NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-4812784 |
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| May 6, 2020 |
NETLIST REPORTS FIRST QUARTER 2020 RESULTS EX-99.1 2 tm2018598d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 NETLIST REPORTS FIRST QUARTER 2020 RESULTS IRVINE, CALIFORNIA, May 6, 2020 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the first quarter ended March 28, 2020. Net sales for the first quarter ended March 28, 2020 were $14.6 million, compared to net sales of $5.1 million for the quarter ended March 30, 2019. Gross profi |
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| April 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 7, 2020 NETLIST, INC. |
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| March 10, 2020 |
EXHIBIT 21.1 SUBSIDIARIES OF NETLIST, INC. Each of the following is a wholly owned direct subsidiary of Netlist, Inc.: Entity Name Jurisdiction of Organization Netlist Electronics (Suzhou) Co., Ltd People’s Republic of China Netlist HK Limited Hong Kong Netlist Luxembourg S.a r.l. Luxembourg |
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| March 10, 2020 |
NLST / Netlist, Inc. S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on March 10, 2020 Registration No. |
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| March 10, 2020 |
Purchase Agreement, dated March 5, 2020, between Netlist, Inc. and Lincoln Park Capital Fund, LLC Exhibit 10.37 PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of March 5, 2020, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Investor wishe |
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| March 10, 2020 |
As filed with the Securities and Exchange Commission on March 10, 2020 Registration No. |
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| March 10, 2020 |
Exhibit 10.26 AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of February 27, 2020, by and between SILICON VALLEY BANK (“Bank” or “Silicon”) and NETLIST, INC., a Delaware corporation (“Borrower”). Borrower’s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618 RECITALS A. Bank and Borrowe |
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| March 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-331 |
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| March 10, 2020 |
NLST / Netlist, Inc. S-8 POS - - FORM S-8 POS As filed with the Securities and Exchange Commission on March 10, 2020 Registration No. |
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| March 10, 2020 |
Description of the Registrant’s Securities Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of the common stock, par value $0.001 per share (the “Common Stock”), and the series A preferred stock purchase rights of Netlist, Inc. (the “Company,” “we,” “us,” or “our”) which are the securities of the Company registered under Section 12 |
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| March 9, 2020 |
Up to $20,000,000 of Common Stock and 2,446,483 Shares of Common Stock NETLIST, INC. Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. |
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| March 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 5, 2020 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33170 (Commission File Number) 95-481278 |
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| March 5, 2020 |
NETLIST REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS Exhibit 99.1 NETLIST REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS IRVINE, CALIFORNIA, March 5, 2020 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the fourth quarter and full year ended December 28, 2019. Net sales for the fourth quarter ended December 28, 2019 were $9.4 million, compared to net sales of $9.0 million for the quarter ended December 29, 2018. Gross profit fo |
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| February 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 31, 2020 NETLIST, INC. |
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| February 4, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 29, 2020 NETLIST, INC. |
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| November 4, 2019 |
Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 4, 2019 |
NETLIST REPORTS THIRD QUARTER 2019 RESULTS Exhibit 99.1 NETLIST REPORTS THIRD QUARTER 2019 RESULTS IRVINE, CALIFORNIA, November 4, 2019 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the third quarter ended September 28, 2019. Net sales for the third quarter ended September 28, 2019 were $6.1 million, compared to net sales of $7.2 million for the quarter ended September 29, 2018. Gross profit for the quarter ended Septe |
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| November 4, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 4, 2019 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33170 (Commission File Number) 95-481 |
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| August 15, 2019 |
Submission of Matters to a Vote of Security Holders 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): August 14, 2019 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-33170 95-4812784 (State or Other Jurisdiction of (Commission (IRS Employer Incorporat |
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| August 9, 2019 |
Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 8, 2019 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33170 (Commission File Number) 95-48127 |
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| August 8, 2019 |
NETLIST REPORTS SECOND QUARTER 2019 RESULTS Exhibit 99.1 NETLIST REPORTS SECOND QUARTER 2019 RESULTS IRVINE, CALIFORNIA, August 8, 2019 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the second quarter ended June 29, 2019. Net sales for the second quarter ended June 29, 2019 were $5.5 million, compared to net sales of $8.4 million for the quarter ended June 30, 2018. Gross profit for the quarter ended June 29, 2019 was $ |
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| July 11, 2019 |
8-K 1 a19-1273018k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 1, 2019 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or Other Jurisdiction of (Commission (I |
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| July 10, 2019 |
DEFA14A 1 a2239234zdefa14a.htm DEFA14A QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary |
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| July 8, 2019 |
Use these links to rapidly review the document TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 24, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 a19-1167938k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 24, 2019 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or Other Jurisdiction of (Commission ( |
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| June 24, 2019 |
Purchase Agreement, dated June 24, 2019, between Netlist, Inc. and Lincoln Park Capital Fund, LLC Exhibit 1.1 Execution Version PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of June 24, 2019, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and th |
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| June 24, 2019 |
Up to $10,000,000 of Common Stock and 1,636,840 Shares of Common Stock NETLIST, INC. Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. |
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| May 31, 2019 |
NLST / Netlist, Inc. SD - - SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Netlist, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33170 95-4812784 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 175 Technology Drive, Suite 150 Irvine, California 92618 (Address of |
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| May 31, 2019 |
Exhibit 1.01 Netlist, Inc Conflict Minerals Report For the Reporting Period from January 1, 2018 to December 31, 2018 This Conflict Minerals Report (the “Report”) of Netlist, Inc. (“Netlist,” the “Company,” “we,” “us,” or “our”) for the reporting period from January 1, 2018 to December 31, 2018 (the “Reporting Period”) has been prepared pursuant to Rule 13p-1 (the “Rule”) promulgated under the Sec |
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| May 14, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 14, 2019 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33170 (Commission File Number) 95-4812784 |
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| May 14, 2019 |
NETLIST REPORTS FIRST QUARTER 2019 RESULTS EX-99.1 2 a19-99151ex99d1.htm EX-99.1 Exhibit 99.1 NETLIST REPORTS FIRST QUARTER 2019 RESULTS IRVINE, CALIFORNIA, May 14, 2019 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the first quarter ended March 30, 2019. Net sales for the first quarter ended March 30, 2019 were $5.1 million, compared to net sales of $8.9 million for the quarter ended March 31, 2018. Gross profit for t |
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| May 14, 2019 |
Table of Contents ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 17, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 2) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 95-4812784 (State of incorporation or organization) (I.R.S. Employer Identification No.) 175 Tech |
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| April 17, 2019 |
AMENDMENT NO. 2 TO RIGHTS AGREEMENT Exhibit 4.1 AMENDMENT NO. 2 TO RIGHTS AGREEMENT This AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this “Amendment”), dated as of April 16, 2019, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), with reference to the following facts: WHEREAS, the Company and the Rights Agent have entered into t |
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| April 17, 2019 |
EX-4.1 2 a19-84651ex4d1.htm EX-4.1 Exhibit 4.1 AMENDMENT NO. 2 TO RIGHTS AGREEMENT This AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this “Amendment”), dated as of April 16, 2019, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), with reference to the following facts: WHEREAS, the Company and t |
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| April 17, 2019 |
Netlist Renews Stockholder Rights Agreement EX-99.1 3 a19-84651ex99d1.htm EX-99.1 Exhibit 99.1 Netlist Renews Stockholder Rights Agreement IRVINE, Calif., April 17, 2019 — Netlist, Inc. (OTCQX: NLST) (“Netlist” or the “Company”), today announced that its Board of Directors has renewed the stockholder rights agreement (the “Rights Agreement”) it originally entered into in April 2017. The amendment to the Rights Agreement extends the term for |
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| April 17, 2019 |
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): April 16, 2019 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-33170 95-4812784 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| March 22, 2019 |
As filed with the Securities and Exchange Commission on March 22, 2019 Registration No. |
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| March 22, 2019 |
EXHIBIT 10.25 AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March 21, 2019, by and between SILICON VALLEY BANK (“Bank” or “Silicon”) and NETLIST, INC., a Delaware corporation (“Borrower”). Borrower’s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618 RECITALS A. Bank and Borrower a |
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| March 22, 2019 |
EXHIBIT 21.1 SUBSIDIARIES OF NETLIST, INC. Each of the following is a wholly owned direct subsidiary of Netlist, Inc.: Entity Name Jurisdiction of Organization Netlist Electronics (Suzhou) Co., Ltd People’s Republic of China Netlist HK Limited Hong Kong Netlist Luxembourg S.a r.l. Luxembourg |
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| March 22, 2019 |
Amended and Restated 2006 Equity Incentive Plan of Netlist, Inc. EXHIBIT 10.3 NETLIST, INC. AMENDED AND RESTATED 2006 EQUITY INCENTIVE PLAN Re-Approved by the Stockholders on June 8, 2016 1. Purpose This Plan is intended to encourage ownership of Stock by employees, consultants, advisors and directors of the Company and its Affiliates and to provide additional incentive for them to promote the success of the Company’s business through the grant of Awards of, or |
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| March 22, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-331 |
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| February 27, 2019 |
NETLIST REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS EX-99.1 2 a19-55191ex99d1.htm EX-99.1 Exhibit 99.1 NETLIST REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS IRVINE, CALIFORNIA, February 27, 2019 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the fourth quarter and full year ended December 29, 2018. Net sales for the fourth quarter ended December 29, 2018 were $9.0 million, compared to net sales of $8.5 million for the quarte |
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| February 27, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 27, 2019 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33170 (Commission File Number) 95-48 |
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| February 6, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 31, 2019 NETLIST, INC. |
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| November 27, 2018 |
NETLIST, INC. 175 Technology Drive, Suite 150 Irvine, California 92618 November 27, 2018 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Eric Atallah Re: Netlist, Inc. Registration Statement on Form S-3 Filed on November 13, 2018 File No. 333- 228348 Acceleration Request Ladies and Gentleman: Pursuant to Rule 46 |
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| November 13, 2018 |
Exhibit 4.5 STOCK OPTION AGREEMENT (Employment Inducement Grant) This NON-STATUTORY STOCK OPTION AGREEMENT, dated as of October 12, 2018 (this “Agreement”), is between NETLIST, INC., a Delaware corporation (the “Company”), and Charles Hausman, (the “Optionee”). R E C I T A L S A. Optionee has not previously been an officer, director or employee of the Company, and this Option (as defined below) is |
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| November 13, 2018 |
EX-4.4 2 a18-399841ex4d4.htm EX-4.4 Exhibit 4.4 STOCK OPTION AGREEMENT (Employment Inducement Grant) This NON-STATUTORY STOCK OPTION AGREEMENT, dated as of August 15, 2018 (this “Agreement”), is between NETLIST, INC., a Delaware corporation (the “Company”), and Alexander Tinsley, (the “Optionee”). R E C I T A L S A. Optionee has not previously been an officer, director or employee of the Company, |
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| November 13, 2018 |
S-8 1 a18-399841s8.htm S-8 As filed with the Securities and Exchange Commission on November 13, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NETLIST, INC. (Exact name of registrant as specified in its charter) Delaware 95-4812784 (State or other jurisdiction of (I.R.S. Employer in |
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| November 13, 2018 |
S-3 1 a2237078zs-3.htm S-3 Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON November 13, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NETLIST, INC. (Exact name of registrant as specified in i |
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| November 13, 2018 |
Quarterly Reports on Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 8, 2018 |
NETLIST REPORTS THIRD QUARTER 2018 RESULTS EX-99.1 2 a18-398311ex99d1.htm EX-99.1 Exhibit 99.1 NETLIST REPORTS THIRD QUARTER 2018 RESULTS IRVINE, CALIFORNIA, November 8, 2018 - Netlist, Inc. (OCTQX: NLST) today reported financial results for the third quarter ended September 29, 2018. Revenues for the third quarter ended September 29, 2018 were $7.2 million, compared to revenues of $9.0 million for the quarter ended September 30, 2017. Gro |
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| November 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 8, 2018 NETLIST, INC. (Exact Name of Registrant as Specified in its Charter) Delaware (State or other jurisdiction of incorporation) 001-33170 (Commission File Number) 95-481 |
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| September 26, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 25, 2018 NETLIST, INC. |
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| September 26, 2018 |
Netlist Announces Move to OTCQX® Exhibit 99.1 Netlist Announces Move to OTCQX® IRVINE, Calif., September 26, 2018 — Netlist, Inc. (NASDAQ: NLST) today announced that it will move trading in the Company’s common stock to the OTCQX® from The Nasdaq Capital Market effective September 27, 2018. As previously disclosed in the Company’s news releases and filings with the Securities and Exchange Commission (SEC), Netlist was not in comp |
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| September 14, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 12, 2018 NETLIST, INC. |
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| September 14, 2018 |
EX-10.2 5 a18-161974ex10d2.htm EX-10.2 Exhibit 10.2 PLACEMENT AGENCY AGREEMENT September 12, 2018 Roth Capital Partners, LLC 888 San Clemente Drive Newport Beach, CA 92660 Ladies and Gentlemen: Introduction. Subject to the terms and conditions herein (this “Agreement”), Netlist, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of $10,000,000 of registered secu |
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| September 14, 2018 |
Form of Warrant Agreement to Purchase Common Stock. EX-4.1 2 a18-161974ex4d1.htm EX-4.1 Exhibit 4.1 EXHIBIT A COMMON STOCK PURCHASE WARRANT NETLIST, INC. Warrant Shares: Issue Date: September , 2018 Initial Exercise Date: March , 2019 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafte |
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| September 14, 2018 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September , 2018, between Netlist, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set for |
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| September 14, 2018 |
424B5 1 a2236718z424b5.htm 424B5 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Nos. 333-199446 and 333-227291 PROSPECTUS SUPPLEMENT (to the prospectus dated October 17, 2014) NETLIST, INC. 22,222,220 Shares of Common Stock Warrants to Purchase 11,111,110 Shares of Common Stock We are offering up to |
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| September 12, 2018 |
As filed with the Securities and Exchange Commission on September 12, 2018 Registration No. |
