UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
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Maxeon Solar Technologies, Ltd.
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(Name of Issuer)
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Ordinary Shares, no par value |
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(Title of Class of Securities)
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Y58473102
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(CUSIP Number)
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July 2, 2024
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures
provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. Y58473102
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1
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NAMES OF REPORTING PERSONS
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Graham Capital Management, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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5,362,257
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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5,362,257
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,362,257
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.6%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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CUSIP No. Y58473102
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1
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NAMES OF REPORTING PERSONS
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KGT Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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5,362,257
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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5,362,257
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,362,257
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.6%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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| CO |
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CUSIP No. Y58473102
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1
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NAMES OF REPORTING PERSONS
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Kenneth Tropin
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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5,362,257
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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5,362,257
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,362,257
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.6%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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CUSIP No. Y58473102
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1
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NAMES OF REPORTING PERSONS
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Graham Macro Strategic Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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British Virgin Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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5,362,257
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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5,362,257
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,362,257
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.6%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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CUSIP No. Y58473102
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1
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NAMES OF REPORTING PERSONS
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Graham Credit Opportunities Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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British Virgin Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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6
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SHARED VOTING POWER
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5,362,257
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7
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SOLE DISPOSITIVE POWER
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8
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SHARED DISPOSITIVE POWER
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5,362,257
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,362,257
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|||
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||||
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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|||
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||||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.6%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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| Item 1(a). |
Name of Issuer:
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Maxeon Solar Technologies, Ltd.
| Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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8 Marina Boulevard #05-02
Marina Bay Financial Centre
Singapore 018981
| Item 2(a). |
Names of Persons Filing:
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The names of the persons filing this report (“Reporting Persons”) are:
Kenneth Tropin
KGT Inc.
Graham Capital Management, L.P.
Graham Macro Strategic Ltd.
Graham Credit Opportunities Ltd.
| Item 2(b). |
Address of Principal Business Office or, if None, Residence:
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40 Highland Avenue
Rowayton, CT 06853
| Item 2(c). |
Citizenship:
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Graham Capital Management and KGT Inc. are organized under the laws of the State of Delaware. Graham Macro Strategic Ltd. and Graham Credit Opportunities Ltd. are corporations organized in the
British Virgin Islands. Mr. Tropin is a United States citizen.
| Item 2(d). |
Title of Class of Securities:
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Ordinary Shares, no par value (“Ordinary Shares”)
| Item 2(e). |
CUSIP Number:
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Y58473102
| Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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Not applicable.
| Item 4. |
Ownership.
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The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G. The ownership percentages reported are
based on 55,705,553 Ordinary Shares outstanding as of June 17, 2024 as reported by the Issuer in its Report on Form 6-K filed with the Securities and Exchange Commission (the “SEC”) on that same date.
| Item 5. |
Ownership of Five Percent or Less of a Class.
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If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check
the following ☐.
| Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable.
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not applicable.
| Item 8. |
Identification and Classification of Members of the Group.
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Not applicable.
| Item 9. |
Notice of Dissolution of Group.
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Not applicable.
| Item 10. |
Certification.
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a
nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
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Date:
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July 10, 2024
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KENNETH TROPIN
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/s/ Kenneth Tropin
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Name: Kenneth Tropin
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KGT Inc.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer | |
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GRAHAM CAPITAL MANAGEMENT, L.P.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer
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GRAHAM MACRO STRATEGIC LTD.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer, Graham Capital Management, L.P., as investment adviser
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GRAHAM CREDIT OPPORTUNITIES LTD.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer, Graham Capital Management, L.P., as investment adviser
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Exhibit List
EXHIBIT A
Joint Filing Agreement
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is
defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares, no par value, of Maxeon Solar Technologies, Ltd., and that this Agreement may
be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Signature Page
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of July 10, 2024.
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/s/ Kenneth Tropin
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KENNETH TROPIN
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KGT Inc.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer | |
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GRAHAM CAPITAL MANAGEMENT, L.P.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer
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GRAHAM MACRO STRATEGIC LTD.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer, Graham Capital Management, L.P., as investment adviser
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GRAHAM CREDIT OPPORTUNITIES LTD.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer, Graham Capital Management, L.P., as investment adviser
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EXHIBIT B
Power of Attorney
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Timothy Sperry, with full power of substitution and re-substitution, the undersigned’s true
and lawful attorney‑in‑fact (each of such person and their substitutes being referred to herein as the “Attorney-in-Fact”), with full power to act for the undersigned and in the undersigned’s name, place and stead, in any and all capacities, to:
Prepare, execute and submit to the SEC, Maxeon Solar Technologies, Ltd. (“the Company”), and/or any national securities exchange on which the Company’s securities are listed, any and
all reports(including any amendments thereto) the undersigned is required to file with the SEC, or which the Attorney-in-Fact considers it advisable to file with the SEC, with respect to beneficial ownership of the Company’s securities, under Section
13(d) or Section 16 of the Exchange Act or any rule or regulation thereunder, or under Rule 144 under the Securities Act of 1933 (“Rule 144”), with respect to the any security of the Company, including Forms 3, 4 and 5, Schedules 13D and 13G, and
Form 144, as applicable, it being understood that Section 16 does not currently apply to the Company but may in the future; and
Obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s equity securities from any third
party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact.
The undersigned acknowledges that:
| a) |
This Power of Attorney authorizes, but does not require, the Attorney-in-Fact to act in his or her discretion on information provided to such Attorney-in-Fact without independent verification of such information;
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| b) |
Any documents prepared or executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information as the Attorney-in-Fact, in his or
her discretion, deems necessary or desirable.
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| c) |
Neither the Company nor the Attorney-in-Fact assumes any liability for the undersigned’s responsibility to comply with the requirements of Section 13(d) or Section 16 of the Exchange Act or Rule 144, any liability
of the undersigned for any failure to comply with such requirements, or any liability of the undersigned for disgorgement of profits under Section 16(b) of the Exchange Act; and
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| d) |
This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under Section 13(d) or Section 16 of the Exchange Act, including, without limitation, the
reporting requirements under Section 13 or Section 16 of the Exchange Act.
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The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform each and every act and thing requisite, necessary or advisable to be done in
connection with the foregoing, as fully, to all intents and purposes, as the undersigned might or could do in person, hereby ratifying and confirming all that the Attorney-in-Fact, or his or her substitute or substitutes, shall lawfully do or cause
to be done by authority of this Power of Attorney.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file applicable beneficial ownerships forms (e.g., Forms 4 or 5 or
Schedules 13D or 13G or Form 144) with respect to the undersigned’s holdings of and transactions in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact. This Power of Attorney
revokes all previous powers of attorney with respect to the subject matter of this Power of Attorney.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of July 10, 2024.
/s/ Kenneth Tropin
KENNETH TROPIN
EXHIBIT B (CONT)
Power of Attorney
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Timothy Sperry, with full power of substitution and re-substitution, the undersigned’s true
and lawful attorney‑in‑fact (each of such person and their substitutes being referred to herein as the “Attorney-in-Fact”), with full power to act for the undersigned and in the undersigned’s name, place and stead, in any and all capacities, to:
Prepare, execute and submit to the SEC, Maxeon Solar Technologies, Ltd. (“the Company”), and/or any national securities exchange on which the Company’s securities are listed, any and
all reports(including any amendments thereto) the undersigned is required to file with the SEC, or which the Attorney-in-Fact considers it advisable to file with the SEC, with respect to beneficial ownership of the Company’s securities, under Section
13(d) or Section 16 of the Exchange Act or any rule or regulation thereunder, or under Rule 144 under the Securities Act of 1933 (“Rule 144”), with respect to the any security of the Company, including Forms 3, 4 and 5, Schedules 13D and 13G, and
Form 144, as applicable, it being understood that Section 16 does not currently apply to the Company but may in the future; and
Obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s equity securities from any third
party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact.
The undersigned acknowledges that:
| a) |
This Power of Attorney authorizes, but does not require, the Attorney-in-Fact to act in his or her discretion on information provided to such Attorney-in-Fact without independent verification of such information;
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| b) |
Any documents prepared or executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information as the Attorney-in-Fact, in his or
her discretion, deems necessary or desirable.
|
| c) |
Neither the Company nor the Attorney-in-Fact assumes any liability for the undersigned’s responsibility to comply with the requirements of Section 13(d) or Section 16 of the Exchange Act or Rule 144, any liability
of the undersigned for any failure to comply with such requirements, or any liability of the undersigned for disgorgement of profits under Section 16(b) of the Exchange Act; and
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| d) |
This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under Section 13(d) or Section 16 of the Exchange Act, including, without limitation, the
reporting requirements under Section 13 or Section 16 of the Exchange Act.
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The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform each and every act and thing requisite, necessary or advisable to be done in
connection with the foregoing, as fully, to all intents and purposes, as the undersigned might or could do in person, hereby ratifying and confirming all that the Attorney-in-Fact, or his or her substitute or substitutes, shall lawfully do or cause
to be done by authority of this Power of Attorney.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file applicable beneficial ownerships forms (e.g., Forms 4 or 5 or
Schedules 13D or 13G or Form 144) with respect to the undersigned’s holdings of and transactions in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact. This Power of Attorney
revokes all previous powers of attorney with respect to the subject matter of this Power of Attorney.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of July 10, 2024.
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KGT Inc.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer
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GRAHAM CAPITAL MANAGEMENT, L.P.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer
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GRAHAM MACRO STRATEGIC LTD.
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer, Graham Capital Management, L.P., as investment adviser
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GRAHAM CREDIT OPPORTUNITIES LTD.
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||
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By:
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/s/ Brian Douglas
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Name:
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Brian Douglas
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Title:
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Chief Executive Officer, Graham Capital Management, L.P., as investment adviser
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