STOCK TITAN

T1 Energy Inc. 8-K Filings

TE NYSE

Every 8-K that T1 Energy Inc. (TE) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow TE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TE filings page.

Rhea-AI Summary

T1 Energy Inc. (TE) filed a current report describing that, on August 28, 2026, it filed a resale prospectus supplement under its automatic shelf registration statement on Form S-3ASR. The supplement covers the resale of 32,258,059 shares of common stock issuable upon conversion of the company’s outstanding 4.75% Convertible Senior Notes due 2031, including the maximum potential make-whole shares, assuming physical settlement. These shares may be sold by the selling stockholders, and T1 Energy would not receive any proceeds from such sales, nor will it issue or sell securities under this supplement. The company also provides a legal opinion on the validity of the shares as Exhibit 5.1.

Rhea-AI Summary

T1 Energy Inc. reported much stronger scale in the quarter ended June 30, 2026 while remaining loss‑making as it funds an aggressive U.S. solar build‑out. Total net sales were about $250.1 million, up from roughly $132.8 million a year earlier, driven largely by related‑party module sales. Q2 gross profit was $49.1 million, a 19.6% gross margin, and Adjusted EBITDA improved sharply to about $10.7 million from $0.7 million.

The company produced 935 MW of modules at its G1_Dallas facility and says 2026 output should come in at the higher end of its 3.1–4.2 GW range, underpinned by 3 GW of firm contracts and a new 641 MW offtake deal with Clearway. At the same time, T1 Energy posted a Q2 net loss attributable to common stockholders of roughly $44.5 million and used about $103.0 million of operating cash in the first half as it invested heavily in growth.

Construction of the G2_Austin cell fab continues, with first cell production targeted for Q1 2027. T1 acquired foundational TOPCon solar intellectual property in a deal valued at $135 million and completed the KORE Power acquisition. Debt increased, including convertible notes rising to about $329.0 million, while cash and restricted cash ended the half at roughly $156.4 million.

Rhea-AI Summary

T1 Energy Inc. filed a prospectus supplement under its automatic shelf registration statement registering the resale of 13,615,979 shares of common stock by Evervolt Green Energy Holding Pte, Ltd. These shares were previously issued to Evervolt as part of the consideration for T1 Energy’s purchase of certain intellectual property and proprietary rights under a July 28, 2026 agreement.

The prospectus supplement does not involve any sale of securities by T1 Energy, and the company will not receive proceeds from any resale by Evervolt. No new securities will be issued, and T1 Energy provides a legal opinion from Skadden, Arps, Slate, Meagher & Flom LLP on the validity of the registered shares.

Rhea-AI Summary

T1 Energy Inc. completed a private offering of $120.0 million aggregate principal amount of 4.75% Convertible Senior Notes due 2031 to certain qualified institutional buyers. The notes are senior unsecured, pay 4.75% interest semi‑annually starting February 1, 2027, and mature on August 1, 2031.

The notes are initially convertible at 224.0143 shares per $1,000 principal (about $4.46 per share), with up to 32,258,064 shares issuable based on an initial maximum conversion rate of 268.8172. T1 Energy may redeem the notes on or after August 6, 2029 if stock‑price conditions tied to 130% of the conversion price are met, and holders can require repurchase upon certain fundamental changes. Net proceeds are expected to help fund Phase 1 of the G2_Austin solar cell fab and for general corporate purposes, as a bridge toward a broader financing solution for remaining Phase 1 capital expenditures.

Rhea-AI Summary

T1 Energy Inc. entered note purchase agreements for a private offering of $120.0 million aggregate principal amount of 4.75% Convertible Senior Notes due August 1, 2031 to qualified institutional buyers. Closing is expected on July 31, 2026, with net proceeds intended to fund Phase 1 of the G2_Austin solar cell fab and general corporate purposes as a bridge to a comprehensive financing solution that includes a significant debt component.

The senior unsecured Notes bear 4.75% interest, payable semi-annually, and are convertible at T1’s election into cash, stock, or both at an initial conversion rate of 224.0143 shares per $1,000, equivalent to a $4.46 conversion price, a 20% premium to the $3.72 last sale price. Based on an initial maximum conversion rate of 268.8172, up to 32,258,064 shares may initially be issuable upon conversion. The Notes include make-whole and fundamental change adjustments, an issuer redemption option on or after August 6, 2029 subject to a 130% stock-price condition, and customary events of default. T1 will seek to register resales of conversion shares, and an Eighth Amendment to the G1 Dallas credit agreement, effective at Closing, modifies certain ownership and board-designation requirements related to Trina Solar and provides lender waivers and consents.

Rhea-AI Summary

T1 Energy Inc. reported preliminary, unaudited financial and operating results for the three months ended June 30, 2026. Management estimates a net loss between $(40,000) and $(44,000) (in thousands), including net loss from discontinued operations of $6,000–$7,000 (in thousands), leading to net income (loss) from continuing operations between $(34,000) and $(37,000) (in thousands).

Using its non-GAAP measure, T1 estimates Adjusted EBITDA between $(14,500) and $(11,500) (in thousands), reconciling from continuing operations by adjusting for interest, income taxes, depreciation and amortization, fair value changes in warrant and derivative liabilities, share-based compensation, other income/expense, and transaction and nonrecurring expenses. The company emphasizes these figures are preliminary, estimated, unaudited and subject to change after completion of quarterly closing procedures. The release also contains forward-looking statements regarding project timelines, production targets, potential sales of Section 45X tax credits, benefits from the KORE Power acquisition, and future financing activities, all subject to the risk factors described in prior SEC reports.

Rhea-AI Summary

T1 Energy Inc. agreed on July 28, 2026 to acquire foundational solar intellectual property and related assets from Evervolt Green Energy Holding Pte Ltd, including patents previously licensed to T1 and its subsidiary and used for Tunnel Oxide Passivated Contact (TOPCon) solar cells and modules. The transaction permanently replaces prior license arrangements, which were terminated at closing, so T1 now owns this IP rather than paying ongoing royalties.

Total consideration is $135 million, consisting of a previously paid $2 million option premium and a $133 million purchase price payable in four installments: $60 million within three business days of closing, $25 million on September 30, 2026, $30 million on October 15, 2026, and $18 million on October 30, 2026. Each tranche can be settled in cash, T1 common stock, or a combination, with any stock issued priced at a 15% discount to a five-day volume-weighted average price. Aggregate stock issued under the call option is capped at 19.9% of T1’s outstanding common shares as of July 27, 2026, with any excess payable in cash.

Rhea-AI Summary

T1 Energy Inc. announced that all of its publicly traded and private warrants will expire on July 9, 2026 under the existing amended and restated warrant agreement. Each warrant is exercisable for one share of common stock at an exercise price of $11.50.

As of March 31, 2026, approximately 14.8 million Public Warrants and 9.8 million private warrants were outstanding. In connection with the expiration, the Public Warrants will cease trading on the NYSE under the symbol “TE WS” before the markets open on July 9, 2026, and the NYSE intends to file Form 25 to delist and deregister the Public Warrants.

The company’s common stock, par value $0.01 per share, will continue to trade on the NYSE under the symbol “TE”. The warrant terms are governed by the amended and restated warrant agreement and its Amendment No. 2, which are incorporated by reference as exhibits.

Rhea-AI Summary

T1 Energy Inc. reported results from its virtual annual stockholder meeting held on June 17, 2026. Stockholders elected eight directors to one-year terms, with each nominee receiving roughly 168–170 million votes in favor and about 0.4–2.0 million votes against, plus broker non-votes.

Stockholders ratified KPMG LLP as independent registered public accounting firm for the year ending December 31, 2026, with 205,607,451 votes for, 377,828 against, and 9,303,346 abstentions. They also approved, on an advisory basis, the compensation of named executive officers, with 141,112,507 votes for, 29,205,540 against, and 9,080,940 abstentions, and 35,889,638 broker non-votes.

Importantly, stockholders approved an amendment to the Certificate of Incorporation to increase authorized common shares, par value $0.01, from 500,000,000 to 1,000,000,000, by a vote of 201,655,975 for, 4,374,341 against, and 9,258,309 abstaining. The Certificate of Amendment will become effective at 12:01 a.m. Eastern Time on June 18, 2026, following filing with the Delaware Secretary of State.

Rhea-AI Summary

T1 Energy Inc. reported that it has entered into a definitive agreement to acquire KORE Power, Inc., a battery energy storage systems and software provider, in a transaction with an enterprise value of about $32 million in equity, cash and assumed debt. Closing consideration includes roughly $9.6 million payable in T1 Energy common stock, with the exact share count set by a 10-day volume-weighted average price before issuance. The deal also provides a potential stock earn-out of up to $9.6 million tied to KORE’s performance in fiscal years 2026 and 2027, plus an additional possible $5.5 million in stock if a specified receivable is paid to KORE by the 2026 earn-out payment date. These shares will be issued as unregistered securities in reliance on the Section 4(a)(2) private offering exemption, and the acquisition is subject to customary closing conditions.

Rhea-AI Summary

T1 Energy Inc. reported first quarter 2026 results showing strong growth in its U.S. solar manufacturing business while still posting an overall loss. Total net sales reached $177.6 million, up from $53.5 million a year earlier, driven mainly by related-party module sales. Gross profit was $29.1 million, a 17% gross margin, as fixed-margin and cost-plus contracts supported pricing.

The company generated record net income from continuing operations of $3.9 million, or $0.01 per share$24.3 million loss from discontinued operations led to a total net loss of $20.4 million and a net loss attributable to common stockholders of $21.4 million, or ($0.08) per share. Adjusted EBITDA from continuing operations turned positive to $9.1 million from a $4.0 million loss in the prior-year quarter, reflecting higher volumes and lower third-party fees.

Cash, cash equivalents and restricted cash declined to $123.7 million as of March 31, 2026 from $270.8 million at year-end, mainly due to $72.9 million of operating cash outflows and $60.7 million of capital expenditures, including work on the G2_Austin cell facility. T1 produced about 638 MW of modules at its G1_Dallas plant and maintained 2026 production guidance of 3.1–4.2 GW, targeting the high end based on international cell procurement. Management reaffirmed an integrated Adjusted EBITDA run-rate target of $375–$450 million for 2027 from G1_Dallas and Phase 1 of G2_Austin, and longer-term $650–$700 million when both sites are fully ramped to 5 GW each.

Rhea-AI Summary

T1 Energy Inc. announced that Chief Development Officer Einar Kilde resigned and retired effective April 22, 2026. Through a Separation Agreement with a Norwegian subsidiary, he will receive a severance payment of NOK 5.5 million, paid in twelve equal installments after his departure.

His existing options and restricted stock units under the 2021 Equity Incentive Plan will remain eligible to vest, and the option exercise period has been extended beyond the usual three-month post-employment window. He is also expected to receive a discretionary 2025 cash bonus. Separately, the company finalized an offer letter for Chief Accounting Officer and Corporate Controller Tom Mahrer, covering base salary, annual cash bonus eligibility, equity awards under the 2021 plan as amended in 2024, and standard benefits.

Rhea-AI Summary

T1 Energy Inc. completed a public offering of $184.0 million aggregate principal amount of 4.00% Convertible Senior Notes due 2031. The notes bear 4.00% interest, payable semi-annually, and mature on April 15, 2031 unless earlier repurchased, redeemed or converted.

The company expects net proceeds of about $174.7 million, planned for Phase 1 construction and equipment of its G2_Austin solar cell fab with 2.1 GW of capacity, and for general corporate purposes. The initial conversion rate is 146.9724 shares per $1,000, equivalent to a conversion price of about $6.80, a roughly 40% premium to the recent $4.86 share price.

Rhea-AI Summary

T1 Energy Inc. reported a breakout revenue year alongside sizable losses as it scales its U.S. solar platform. Full-year 2025 net sales reached $755.3 million, up from $2.9 million in 2024, driven by 2.79 GW of module production and record fourth-quarter sales of $358.6 million.

The company posted a 2025 net loss attributable to common stockholders of $380.8 million and Adjusted EBITDA of negative $65.0 million, reflecting ramp costs, higher tariffs and non-recurring items. Year-end cash, cash equivalents and restricted cash rose to $270.8 million after raising over $440 million of equity and equity-linked capital and monetizing $160 million of Section 45X tax credits.

T1 is constructing its G2_Austin solar cell fab and maintains 2026 production guidance of 3.1–4.2 GW, targeting a 2027 Adjusted EBITDA run-rate of $375–$450 million from integrated G1/G2 Phase 1 and $650–$700 million at full 5 GW + 5 GW capacity. The board accepted the resignations of two directors and appointed industry veteran Robert Hammond as an independent director and committee member.

Rhea-AI Summary

T1 Energy Inc. amended its consulting agreement with director Peter Matrai, extending his consulting term by one year from January 1, 2026 through December 31, 2026, unless ended earlier under existing terms. His monthly consulting fee remains $30,000, with any reduction only allowed as part of a general cut for all executive officers decided by the Compensation Committee.

The amendment also adds a potential transaction award. If the company signs a definitive agreement for a significant merger or acquisition that Mr. Matrai advises on, he will receive restricted stock units with a grant date fair market value of $250,000 under the 2021 Equity Incentive Plan. These RSUs vest in three equal annual tranches and continue to vest even if his consulting role or board position ends, except in a termination for Cause. Other confidentiality, non‑compete, non‑solicitation and IP provisions remain unchanged.

Rhea-AI Summary

T1 Energy Inc. reported a leadership change in its finance organization. The employment of Denise Cruz, who served as SVP, Chief Accounting Officer and Corporate Controller, ended effective February 5, 2026, and the company extended her a termination package and thanked her for her service.

Effective the same date, T1 Energy appointed Tom Mahrer, age 42, as Chief Accounting Officer and Corporate Controller and principal accounting officer. Mahrer joined T1 Energy in October 2025 as Director of SEC Reporting and has over 15 years of financial leadership experience in the energy and manufacturing sectors, including prior roles at Valero Energy Corporation, KPMG LLP, and Deloitte & Touche LLP. The company notes there are no family relationships or related-party transactions involving him and that the terms of his new role will be announced separately when finalized.

Rhea-AI Summary

T1 Energy Inc. filed an automatic shelf registration statement on Form S-3ASR and a prospectus supplement covering the resale of 14,274,704 shares of common stock and a warrant to purchase 7,000,000 shares at a purchase price of $0.01 per share by named selling securityholders. These shares include stock previously issued to Trina Solar (Schweiz) AG in private placements and shares that may be issued upon exercise of a warrant issued to Stellar Hann Investment Ltd. The filing explains that the prospectus supplement itself does not sell any securities, and any resale by the selling securityholders would not generate proceeds for the Company. T1 Energy also provides a legal opinion from Skadden, Arps, Slate, Meagher & Flom LLP on the validity of the common stock and enforceability of the warrant as an exhibit to this report.

Rhea-AI Summary

T1 Energy Inc. disclosed a series of December 29, 2025 transactions designed to complete its FEOC Restructuring and help comply with new U.S. energy tax credit rules under the One Big Beautiful Bill Act.

The company amended its cooperation agreement with Trina Solar to remove Trina’s right to nominate directors and to eliminate lock-up provisions that had already expired. It also restructured intellectual property arrangements: Trina’s affiliate sold the licensed IP to Evervolt Green Energy Holding, which assumed the IP license, while a new amended IP license excludes IP owned by specified foreign entities and limits future transfers to those entities.

Financially, T1 Energy entered a payoff letter under which all obligations on a loan note and $155.0 million of a $220.0 million production reservation fee were discharged, leaving $65.0 million outstanding. In return, the company paid Trina and TUS $274.0 million in cash and will issue 3,000,000 shares of common stock to Trina. A related waiver agreement forgave $34.0 million of 2025 service fees. The consultancy agreement with Chief Strategy Officer MingXing Lin was amended so he serves as a consultant.

Rhea-AI Summary

T1 Energy Inc. completed two major capital raises, issuing $161.0 million of 5.25% Convertible Senior Notes due 2030 and selling 32,525,254 common shares at $4.95 each. The company expects combined net proceeds of about $304.2 million after underwriting discounts, commissions and expenses.

T1 Energy plans to use the cash to progress efforts to become compliant with foreign entity of concern provisions of the One Big Beautiful Bill Act by December 31, 2025, including repaying certain indebtedness, and to fund working capital and construction and infrastructure for the first 2.1 GW phase of its G2_Austin facility, along with general corporate purposes.

The notes are senior unsecured, pay 5.25% interest semi-annually, and mature on December 1, 2030. They are initially convertible at 144.3001 shares per $1,000, implying a conversion price of about $6.93 per share, a 40% premium to the equity offering price, with additional conversion and redemption features tied to future share-price performance and specified corporate events.

Rhea-AI Summary

T1 Energy Inc. entered into agreements for concurrent public equity and debt offerings. The company agreed to issue and sell 28,282,830 shares of common stock at $4.95 per share, and the underwriters exercised an option for an additional 4,242,424 shares, bringing the total to 32,525,254 shares, with the offering completed on December 15, 2025.

The company also agreed to issue $140,000,000 aggregate principal amount of 5.25% Convertible Senior Notes due 2030, and the underwriters exercised an option for an additional $21,000,000 of notes. The notes offering, including the over-allotment, is expected to close on December 16, 2025, subject to customary conditions.

Rhea-AI Summary

T1 Energy Inc. reported several governance changes and a business update alongside new regulatory inquiries. Stockholders approved issuing 17,918,460 shares of common stock upon conversion of a previously arranged convertible note and amended the Certificate of Incorporation to add foreign ownership limits, increase authorized common shares from 355,000,000 to 500,000,000, and remove the “only for cause” requirement to remove directors. The Board also adopted Third Amended and Restated Bylaws reflecting this director removal change. The company signed a 2.0 GW, fixed-margin offtake contract for 2026 module deliveries, bringing total fixed‑margin 2026 module sales for its G1_Dallas facility to 3.0 GW. In November 2025, T1 Energy and an executive/board member received DOJ grand jury subpoenas and an SEC voluntary document request related to that individual’s stock sales in the second half of 2023; the company is cooperating and says it cannot predict the duration, outcome or impact.

Rhea-AI Summary

T1 Energy Inc. announced quarterly results and furnished related materials. The company released its financial results for the quarter ended September 30, 2025 via a press release and provided an earnings call presentation dated November 14, 2025. These materials are being furnished and are not deemed filed under the Exchange Act. The presentation is also available on the company’s website.

T1 Energy’s securities are listed on the NYSE: Common Stock under TE and Warrants under TE WS.

Rhea-AI Summary

T1 Energy Inc. entered into an Amended and Restated Stock Purchase Agreement and commenced a registered direct offering under its effective Form S-3. The Purchasers agreed to buy 21,504,901 shares of common stock and 1,600,000 shares of Series B Convertible Non‑Voting Preferred Stock. They also agreed to purchase 5,000,000 shares of Series B‑1 Convertible Non‑Voting Preferred Stock at $10.00 per share, providing $50 million in aggregate gross proceeds.

The agreement facilitates the redemption and cancellation of all issued and outstanding Convertible Series A Preferred Stock as partial consideration. The company plans to use net proceeds for working capital, strategic investments and partnership development, advancement of energy technology and infrastructure projects, and general corporate purposes. T1 Energy filed Certificates of Designations for the Series B and Series B‑1 Preferred Stock, each with a $10.00 per share liquidation preference plus accrued but unpaid dividends. Closing is subject to customary conditions.

Rhea-AI Summary

T1 Energy Inc. announced a registered direct offering pursuant to its effective Form S-3, in which Purchasers agreed to buy 22,153,850 shares of common stock at $3.25 per share for aggregate gross proceeds of $72 million, subject to customary closing conditions.

The company states it intends to use net proceeds for working capital, strategic investments and partnership development, and advancement of energy technology and infrastructure projects. The transaction is governed by a Securities Purchase Agreement that includes customary representations, warranties, and indemnification. The shares are listed on the NYSE under TE, with related warrants trading as TE WS.

Rhea-AI Summary

T1 Energy Inc. entered into a securities purchase agreement to sell 22,153,850 shares of common stock at $3.25 per share in a registered direct offering, for aggregate gross proceeds of $72 million. The transaction is being conducted under the company’s effective Form S-3 shelf registration.

The company expects to use the net proceeds for working capital, strategic investments and partnership development, and advancement of energy technology and infrastructure projects. A.G.P./Alliance Global Partners is acting as sole placement agent. The closing is subject to customary closing conditions.

Rhea-AI Summary

T1 Energy Inc. (TE) furnished an 8-K announcing preliminary Q3 2025 financial and operating results. Management highlighted progress in building a U.S. solar supply chain and cited recent agreements with partners including Hemlock, Corning, Talon and Nextracker to support domestic advanced manufacturing.

The update references forward-looking items tied to the company’s G2_Austin plan, including an expected first-phase annual production capacity of 2.1 GW, estimated capital expenditure of $400–$425 million, and a target to bring the project online in Q4 2026 to meet customer demand. The company also cited an estimated annual run-rate EBITDA of $375–$450 million from G1_Dallas operating at 5 GW with the first 2.1 GW phase of G2_Austin fully online, planned capital formation activities (including a potential second tranche of preferred stock with Encompass Capital Advisors LLC), anticipated eligibility for section 45X tax credits in 2026 and beyond, and a potential dispute with an offtake customer. The preliminary figures are unaudited and subject to change.

Rhea-AI Summary

T1 Energy Inc. (TE) filed an 8-K reporting attachments related to a material event dated September 10, 2025. The filing lists two primary exhibits: a Termination Letter and a Warrant Agreement, each dated September 10, 2025, between T1 Energy Inc. and Stellar Hann Investment Ltd.. The warrant instrument covers warrants exercisable for one share of common stock at an exercise price of $11.50 per share, and the common stock trades under the symbol TE on the New York Stock Exchange. The filing notes certain personally identifiable information has been redacted and is signed by Daniel Barcelo, Chief Executive Officer and Chairman.

Rhea-AI Summary

T1 Energy Inc. has updated the employment terms for Jaime Eduardo Gualy in connection with his recent promotion to Chief Operating Officer, effective August 15, 2025. He will receive an annual base salary of $500,000.

Gualy previously received restricted stock units (RSUs) for 275,000 shares of common stock. Under the amended offer letter, and subject to board approval, he will receive a one-time RSU grant covering 100,000 additional shares, vesting in three equal annual installments, provided he remains employed. If his employment is terminated 12 months following a Change in Control, all unvested RSUs from the sign-on grant will fully vest.

Rhea-AI Summary

T1 Energy Inc. filed a report highlighting two main updates. The company furnished a press release and an earnings call presentation announcing its financial results for the second quarter ended June 30, 2025; these materials are provided as Exhibits 99.1 and 99.2 and may be used during the second quarter 2025 conference call on August 20, 2025.

The company also appointed Jaime Eduardo Gualy, age 56, as Chief Operating Officer effective August 15, 2025. He previously served as Executive Vice President of Corporate Development since January 2025 and has extensive experience in energy-focused consulting, renewables, and investment banking. The company and Mr. Gualy are still finalizing the terms of his compensation for the COO role, which will be announced separately. The filing notes there are no disclosable related-party transactions or family relationships linked to his appointment.

Rhea-AI Summary

T1 Energy Inc. reported that investors should no longer rely on its unaudited condensed consolidated financial statements for the quarter ended March 31, 2025. While preparing results for the second quarter of 2025, the company determined that amortization of intangible assets related to acquired customer contracts had been presented as an operating expense instead of as a reduction of revenue, and it will restate the affected period.

On August 18, 2025, the Audit and Risk Committee, after discussions with management and PwC, concluded that the March 31, 2025 financials must be corrected in an amended Form 10-Q. Management identified a material weakness in internal control over financial reporting and concluded disclosure controls and procedures were not effective as of March 31, 2025. To complete the restatement, the company filed a Form 12b-25 to obtain extra time to file its second-quarter 2025 Form 10-Q.

Rhea-AI Summary

T1 Energy Inc. filed an 8-K reporting a press release dated August 15, 2025, announcing an expanded partnership with Corning Incorporated. The filing identifies the items disclosed as a press release and includes an Inline XBRL cover page file reference. The form is signed by Daniel Barcelo, Chief Executive Officer and Chairman. The filing does not include details of the partnership terms, financial impact, or supporting financial data within the disclosed content.

Rhea-AI Summary

T1 Energy disclosed two material amendments. Its subsidiary G1 and Trina Solar agreed to defer all Service Fees, without interest, until the earlier of thirty days after G1 or its affiliates receive cash proceeds tied to any 45X tax credits (including under Section 6418) or August 15, 2026. This relief directly delays cash outflows tied to the Trina sales agency and aftermarket support arrangement.

The company also amended its Preferred Stock Purchase Agreement with Encompass, which contemplates $100.0 million of preferred stock funded in two $50.0 million tranches. The amendment revises the Second Tranche Closing timing, modifies Conversion Price mechanics (including a floor no lower than $1.05), replaces a final investment decision condition with one tied to the company’s financial statements, and provides for issuance of warrants exercisable for 3,500,000 shares at $0.01 per share if the Second Tranche does not close by December 31, 2026.

Rhea-AI Summary

Form 8-K Item 1.01 – Consulting Agreement Amendment

On 1 Aug 2025 T1 Energy Inc. (NYSE:TE) executed Amendment No. 2 to its 14 May 2021 consulting agreement with director Peter Matrai. Key terms:

  • Extends the consultancy through 31 Dec 2025, unless earlier terminated.
  • Keeps the fee at $30,000 per month (≈ $360k annually).
  • The Compensation Committee may reduce the fee only if it implements a company-wide executive pay cut.
  • All existing confidentiality, non-compete, non-solicitation and IP assignment clauses remain unchanged.

The full amendment is filed as Exhibit 10.1. No financial results, guidance or other material events were disclosed in this report.

Rhea-AI Summary

T1 Energy (NYSE:TE) filed a Form 8-K disclosing results of the June 25, 2025 virtual annual meeting. Shareholders re-elected all nine directors with approximately 96% support, ratified PricewaterhouseCoopers AS as auditor with 99.8% support, and approved executive compensation by a 71% majority. No other material items, financial updates or strategic changes were reported.