First Solar (FSLR) VP sells 131 vested shares to cover tax withholding

Rhea-AI Filing Summary

FIRST SOLAR, INC. executive Nathan B. Theurer, VP – Global Controller and CAO, reported routine equity compensation activity. On March 13, 2026, 131 restricted stock units vested, converting into 131 shares of common stock under the company’s 2020 Omnibus Incentive Compensation Plan.

On March 16 and 17, 2026, all 131 shares of common stock were sold at prices of $200.80 and $199.53 per share. Footnotes state these shares were sold by the company to satisfy tax withholding obligations tied to the vesting, and that the transactions occurred under a previously adopted Rule 10b5-1 trading plan. After these transactions, the filing shows Theurer with no directly held common shares.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Theurer Nathan B.

(Last) (First) (Middle)

C/O FIRST SOLAR, INC.

4300 E CAMELBACK ROAD, SUITE 220

(Street)

PHOENIX AZ 85018

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST SOLAR, INC. [ FSLR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP - Global Controller and CAO

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	03/13/2026		M		131(1)	A	$0	131	D
Common Stock	03/16/2026		S		35(2)	D	$200.8	96	D
Common Stock	03/17/2026(3)		S		96	D	$199.53	0	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Restricted Stock Units	(4)	03/13/2026		M			131	(5)	(5)	Common Stock	131	$0	130	D

Explanation of Responses:

1. Represents shares of common stock issued upon vesting of 20% of the restricted stock units granted on March 15, 2022.

2. Represents shares of common stock sold by the Issuer to satisfy certain tax withholding obligations with the vesting of the restricted stock units.

3. This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person on May 15, 2025.

4. Each restricted stock unit represents the right to receive, upon vesting, one share of the Issuer's common stock in accordance with the Issuer's 2020 Omnibus Incentive Compensation Plan.

5. The restricted stock units were granted on March 15, 2022 as part of the Issuer's annual equity grant to certain associates. The restricted stock units granted on March 15, 2022 vest annually at a rate of 20% on each anniversary of the grant date, commencing on the first anniversary of the grant date.

	/s/ Jason E. Dymbort, attorney-in-fact	03/17/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did First Solar (FSLR) report for Nathan B. Theurer?

Nathan B. Theurer reported vesting of 131 restricted stock units that converted into common shares, followed by sales of all 131 shares. The sales were executed to cover tax withholding obligations associated with the RSU vesting.

How many First Solar (FSLR) shares did Nathan B. Theurer sell and at what prices?

Theurer reported selling a total of 131 First Solar common shares. He sold 35 shares at $200.80 per share and 96 shares at $199.53 per share, with the filing describing these sales as covering tax withholding obligations.

Were Nathan B. Theurer’s First Solar (FSLR) share sales discretionary or pre-planned?

The filing states the sales were made pursuant to a previously adopted Rule 10b5-1 trading plan. Such plans schedule trades in advance, indicating these dispositions were pre-planned rather than opportunistic market-timing decisions by the executive.

Why were First Solar (FSLR) shares sold following Nathan B. Theurer’s RSU vesting?

Footnotes explain the shares were sold by the company to satisfy tax withholding obligations triggered by the vesting of restricted stock units. This is a common, compensation-related mechanism and differs from discretionary open-market selling for investment reasons.

How did these transactions affect Nathan B. Theurer’s First Solar (FSLR) holdings?

After the RSU vesting and subsequent sales, the Form 4 shows Theurer with zero directly held common shares. The sequence reflects RSUs vesting into stock and all resulting shares being disposed of to cover associated tax obligations.

What were the terms of Nathan B. Theurer’s vested First Solar (FSLR) RSUs?

The restricted stock units were granted on March 15, 2022 as part of an annual equity grant and vest 20% on each anniversary of the grant date. Each RSU provides one share of common stock upon vesting, under the 2020 Omnibus Incentive Compensation Plan.