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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 26, 2025 (June 25, 2025)
T1 Energy Inc.
(Exact name of
registrant as specified in its charter)
| Delaware |
|
333-274434 |
|
93-3205861 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
1211 E 4th St.
Austin, Texas 78702 |
| (Address of principal executive offices, including zip code) |
Registrant’s telephone number, including area code:
409-599-5706
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
| |
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
|
| |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
|
| |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
|
| |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $0.01 per share |
|
TE |
|
The New York Stock Exchange |
| Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 |
|
TE WS |
|
The New York Stock Exchange |
Indicate by check mark whether
the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§ 240.12b-2).
Emerging growth company ☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
T1 Energy Inc. (the “Company”)
held its annual meeting of stockholders virtually on June 25, 2025. The following matters were submitted to a vote of the stockholders,
the results of which were as follows:
Proposal 1 - Election of directors to serve
for a one-year term of office expiring at the 2026 annual meeting of stockholders and until his or her successor has been elected and
qualified, or until his or her earlier death, resignation or removal.
| | |
For | | |
Against | | |
Abstain | | |
Broker Non-Votes | |
| Daniel Barcelo | |
| 71,323,390 | | |
| 591,690 | | |
| 116,366 | | |
| 23,417,153 | |
| W. Richard Anderson | |
| 71,349,772 | | |
| 566,308 | | |
| 115,366 | | |
| 23,417,153 | |
| Todd Jason Kantor | |
| 70,779,447 | | |
| 1,205,677 | | |
| 46,322 | | |
| 23,417,153 | |
| Mingxing Lin | |
| 71,253,676 | | |
| 663,184 | | |
| 114,586 | | |
| 23,417,153 | |
| David J. Manners | |
| 71,358,298 | | |
| 556,714 | | |
| 116,434 | | |
| 23,417,153 | |
| Peter Matrai | |
| 71,313,684 | | |
| 598,131 | | |
| 119,631 | | |
| 23,417,153 | |
| Tore Ivar Slettemoen | |
| 70,613,031 | | |
| 1,301,855 | | |
| 116,560 | | |
| 23,417,153 | |
| Daniel Artemus Steingart | |
| 71,361,163 | | |
| 553,687 | | |
| 116,596 | | |
| 23,417,153 | |
| Jessica Wirth Strine | |
| 69,620,956 | | |
| 2,286,860 | | |
| 123,630 | | |
| 23,417,153 | |
Proposal 2 - Ratification of the appointment
of PricewaterhouseCoopers AS as the Company’s independent registered public accounting firm for the year ending December 31, 2025.
| For |
|
Against |
|
Abstain |
| 95,153,361 |
|
100,054 |
|
195,184 |
Proposal 3 - Advisory vote on the compensation
of the Company’s named executive officers.
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 55,484,307 |
|
9,217,949 |
|
7,329,190 |
|
23,417,153 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
|
Description |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.
| |
T1
ENERGY INC. |
| |
|
| Date: June 26, 2025 |
By: |
/s/ Daniel Barcelo |
| |
Name: |
Daniel Barcelo |
| |
Title: |
Chief Executive Officer and Chairman of the Board |
