Sec Form 3 Filing - CITIGROUP INC @ WOLFSPEED, INC. - 2025-10-30

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CITIGROUP INC
2. Issuer Name and Ticker or Trading Symbol
WOLFSPEED, INC. [ WOLF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
388 GREENWICH STREET
3. Date of Earliest Transaction (MM/DD/YY)
10/30/2025
(Street)
NEW YORK, NY10013
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.00125 par value 2,585,625 I See footnote ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2.5% Convertible Second Lien Senior Secured Notes due 2031 $ 12.2323 09/29/2025 06/15/2031 Common Stock, $0.00125 par value 20,928 I See footnote ( 1 )
Short Put Option (obligation to buy) $ 5 10/30/2025 01/16/2026 Common Stock, $0.00125 par value 2,175 I See footnote ( 1 )
Equity Swap (obligation to sell) $ 33.26 ( 2 ) 10/10/2025 10/09/2030 Common Stock, $0.00125 par value 271,492 I See footnote ( 1 )
Equity Swap (obligation to sell) $ 32.18 ( 3 ) 10/13/2025 10/11/2030 Common Stock, $0.00125 par value 139,152 I See footnote ( 1 )
Equity Swap (obligation to sell) $ 30.85 ( 4 ) 10/30/2025 06/24/2026 Common Stock, $0.00125 par value 1,025,351 I See footnote ( 1 )
Equity Swap (obligation to sell) $ 30.85 ( 5 ) 10/30/2025 06/24/2026 Common Stock, $0.00125 par value 134,649 I See footnote ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CITIGROUP INC
388 GREENWICH STREET
NEW YORK, NY10013
X
Signatures
Citigroup Inc., By:/s/Ronny Ostrow, Assistant Secretary 11/03/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 is being filed by Citigroup Inc. ("Citigroup" or the "Reporting Person"), which is the sole stockholder of Citigroup Global Markets Inc. ("CGMI") and Citibank, N.A. ("CBNA"), with respect to the securities held by CGMI and CBNA. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any.
( 2 )CBNA entered into a cash-settled total return swap pursuant to which it will pay any increase in, and receive any decrease in, the price of 271,492 shares of Common Stock, from an initial price per share of 33.26. The final valuation date (subject to early termination by the parties) is October 9, 2030.
( 3 )CBNA entered into a cash-settled total return swap pursuant to which it will pay any increase in, and receive any decrease in, the price of 139,152 shares of Common Stock, from an initial price per share of 32.18. The final valuation date (subject to early termination by the parties) is October 11, 2030.
( 4 )CBNA entered into a cash-settled total return swap pursuant to which it will pay any increase in, and receive any decrease in, the price of 1,025,351 shares of Common Stock, from an initial price per share of 30.85. The final valuation date (subject to early termination by the parties) is June 24, 2026.
( 5 )CBNA entered into a cash-settled total return swap pursuant to which it will pay any increase in, and receive any decrease in, the price of 134,649 shares of Common Stock, from an initial price per share of 30.85. The final valuation date (subject to early termination by the parties) is June 24, 2026.

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