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T1 Energy (TE) grants 3M shares in debt and fee settlement deal

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

T1 Energy Inc. issued 3,000,000 common shares to Trina Solar (Schweiz) AG on December 30, 2025 as part of a debt settlement. These new shares increased the reporting person’s holdings to 48,877,960 shares held directly.

The share issuance serves as partial consideration for fully discharging the company’s obligations under a $150.0 million, 1% per annum senior unsecured note due 2029 and for partially satisfying a Production Reservation Fee owed under a Transaction Agreement dated November 6, 2024. This transaction shifts part of T1 Energy’s financial obligations into equity held by a director-level insider.

Positive

  • None.

Negative

  • None.

Insights

T1 Energy swaps debt obligations for equity held by an insider.

T1 Energy issued 3,000,000 common shares to Trina Solar (Schweiz) AG on December 30, 2025, raising the holder’s direct stake to 48,877,960 shares. The filing states this issuance is tied to a debt settlement rather than a cash transaction.

The shares are described as partial consideration for the full discharge of a $150.0 million, 1% per annum senior unsecured note due 2029, and for partial satisfaction of a Production Reservation Fee under a Transaction Agreement dated November 6, 2024. This indicates a meaningful shift from fixed obligations into equity, though the overall scale relative to T1 Energy’s total capital structure is not detailed here.

For investors, the trade-off is between reduced financial obligations linked to the note and fee, and additional equity held by a director-level reporting person. Subsequent disclosures in company filings may further clarify how this affects leverage, interest costs, and ownership concentration.

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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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*
TRINA SOLAR (SCHWEIZ) AG

(Last) (First) (Middle)
BIRKENWEG 4

(Street)
WALLISELLEN V8 8304

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
T1 Energy Inc. [ TE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/30/2025
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 Shares 12/30/2025 A(1) 3,000,000 A (1) 48,877,960 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
Explanation of Responses:
1. Pursuant to a Letter Agreement among the Issuer, Reporting Person, and other parties named therein dated December 29, 2025, the Issuer issued 3,000,000 common shares to the Reporting Person on December 30, 2025, in connection with a debt settlement. The issuance serves as partial consideration for (i) the full discharge of the Issuer's obligations under that certain $150.0 million 1% per annum senior unsecured note due 2029 and (ii) the partial satisfaction of a Production Reservation Fee owed by the Issuer and certain of its affiliates to an affiliate of the Reporting Person under the Transaction Agreement dated November 6, 2024.
Trina Solar (Schweiz) AG By: Vincenzo Costanzelli, Chairman of the Board of Directors 01/06/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did T1 Energy Inc. (TE) report in this Form 4?

T1 Energy Inc. reported that Trina Solar (Schweiz) AG acquired 3,000,000 common shares of T1 Energy on December 30, 2025.

How many T1 Energy (TE) shares does the reporting person own after this transaction?

Following the reported transaction, Trina Solar (Schweiz) AG beneficially owns 48,877,960 T1 Energy common shares, held in direct ownership form.

Why did T1 Energy Inc. issue 3,000,000 shares to Trina Solar (Schweiz) AG?

The company issued 3,000,000 common shares as part of a debt settlement, providing partial consideration for discharging a senior note and partially satisfying a Production Reservation Fee.

What debt obligation was fully discharged through this T1 Energy (TE) share issuance?

The issuance helped fully discharge T1 Energy’s obligations under a $150.0 million, 1% per annum senior unsecured note due 2029.

What is the Production Reservation Fee mentioned in the T1 Energy Form 4?

The Production Reservation Fee is an obligation owed by T1 Energy and certain affiliates to an affiliate of the reporting person under a Transaction Agreement dated November 6, 2024; the share issuance partially satisfies this fee.

What is the relationship of Trina Solar (Schweiz) AG to T1 Energy Inc. (TE)?

In the filing, the reporting person is identified as a Director of T1 Energy Inc., indicating a board-level role at the issuer.

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