T1 Energy Inc. (TE) updates 18.4% Trina Solar stake after 3M-share debt deal

Rhea-AI Filing Summary

Trina Solar (Schweiz) AG filed an amended beneficial ownership report for T1 Energy Inc., stating beneficial ownership of 48,877,960 T1 Energy common shares, or 18.4% of the class, based on 266,190,963 shares outstanding as of December 30, 2025.

On December 30, 2025, T1 Energy issued 3,000,000 common shares to Trina Solar (Schweiz) AG in connection with a debt settlement. These shares were issued as partial consideration for the full discharge of T1 Energy’s obligations under a $150.0 million 1% senior unsecured note due 2029 and partial satisfaction of a production reservation fee owed under a prior transaction agreement.

On December 29, 2025, Trina Solar (Schweiz) AG and T1 Energy entered into an Amended and Restated Cooperation Agreement, which removed Trina Solar (Schweiz) AG’s ability to appoint two directors to T1 Energy’s board of directors while it continues to hold a significant equity stake.

Insights

Equity ownership and capital structure analyst

Large holder’s stake updated after debt-for-equity settlement and governance change.

The filing shows Trina Solar (Schweiz) AG holding 48,877,960 T1 Energy common shares, representing 18.4% of the outstanding class based on 266,190,963 shares as of December 30, 2025. This confirms T1 Energy continues to have a significant strategic shareholder with sole voting and dispositive power over this block.

T1 Energy issued 3,000,000 new shares to Trina Solar (Schweiz) AG on December 30, 2025 as part of a debt settlement tied to a $150.0 million 1% senior unsecured note due 2029 and a production reservation fee under a prior transaction agreement. This points to some deleveraging through equity issuance, with dilution offset by reduced debt obligations, though the net effect on the balance sheet is not quantified here.

The December 29, 2025 Amended and Restated Cooperation Agreement removed Trina Solar (Schweiz) AG’s contractual right to appoint two T1 Energy directors. That reduces this shareholder’s formal governance influence while its economic stake remains large, so future board dynamics will depend more on other holders and internal nominations disclosed in subsequent company materials.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

T1 Energy Inc.

(Name of Issuer)

Common Stock, par value $0.01

(Title of Class of Securities)

35834F104

(CUSIP Number)

Catherine Pan-Giordano Esq.
51 W. 52nd Street,
New York, NY, 10019
(212) 415-9200

Anthony Epps Esq.
1400 Wewatta Street,
Denver, CO, 80202
(303) 352-1109

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

12/30/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on 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).

SCHEDULE 13D

CUSIP No. 35834F104

1

Name of reporting person

Trina Solar (Schweiz) AG

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 48,877,960.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 48,877,960.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

48,877,960.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.4 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

ITEM 13 Calculated based on 266,190,963 shares of common stock of the Issuer outstanding as of December 30, 2025 (inclusive of the shares issued to the Reporting Person).

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01
(b)	Name of Issuer: T1 Energy Inc.
(c)	Address of Issuer's Principal Executive Offices: 1211 E. 4th Street, Austin, TEXAS , 78702.
Item 2.	Identity and Background
(a)	Trina Solar (Schweiz) AG ("Reporting Person")
(b)	Birkenweg 4 Wallisellen, Switzerland 8304
(c)	The Reporting Person is engaged in the business of investment.
(d)	N/A - None
(e)	N/A - None
(f)	Switzerland
Item 3.	Source and Amount of Funds or Other Consideration
	As reported on the Issuer's Form 8-k filed with the Securities and Exchange Commission on December 30, 2025, the Issuer, Reporting Person, and other parties named therein entered into a certain letter agreement dated December 29, 2025 (the "Letter Agreement"), pursuant to which the Issuer issued 3,000,000 shares of common stock 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.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D filed by the Reporting Person on December 27, 2024 (the "Schedule 13D"), as amended, is incorporated by reference herein. On December 29, 2025, the Reporting Person entered into an Amended and Restated Cooperation Agreement with the Issuer, removing the Reporting Person's ability to appoint two directors to the Issuer's board of directors. On December 30, 2025, the Issuer issued 3,000,000 shares of common stock to the Reporting Person as settlement of a debt.
Item 5.	Interest in Securities of the Issuer
(a)	18.4%
(b)	48,877,960
(c)	See Item 3 and Item 4
(d)	N/A
(e)	N/A
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Amended and Restated Cooperation Agreement between the Reporting Person and the Issuer dated December 29, 2025
Item 7.	Material to be Filed as Exhibits.
	Exhibit 10.1 incorporated by reference to Exhibit 10.1 to the Issuer's 8-k filed with the Securities and Exchange Commission on December 30, 2025 - Amended and Restated Cooperation Agreement dated December 29, 2025

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Trina Solar (Schweiz) AG

Signature:	/a/ Vincenzo Costanzelli
Name/Title:	Chairman of Board of Directors
Date:	01/06/2025

FAQ

What percentage of T1 Energy Inc. (TE) does Trina Solar (Schweiz) AG currently own?

Trina Solar (Schweiz) AG reports beneficial ownership of 18.4% of T1 Energy Inc.’s common stock, based on 266,190,963 shares outstanding as of December 30, 2025.

How many T1 Energy Inc. (TE) shares are beneficially owned by Trina Solar (Schweiz) AG?

Trina Solar (Schweiz) AG beneficially owns 48,877,960 shares of T1 Energy Inc. common stock, with sole voting and dispositive power over this entire amount.

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

On December 30, 2025, T1 Energy issued 3,000,000 common shares to Trina Solar (Schweiz) AG as partial consideration for fully discharging obligations under a $150.0 million 1% senior unsecured note due 2029 and partially satisfying a production reservation fee under a prior transaction agreement.

What governance changes were made between T1 Energy Inc. (TE) and Trina Solar (Schweiz) AG?

On December 29, 2025, T1 Energy and Trina Solar (Schweiz) AG entered into an Amended and Restated Cooperation Agreement that removed Trina Solar (Schweiz) AG’s ability to appoint two directors to T1 Energy’s board of directors.

What is the total number of T1 Energy Inc. (TE) shares outstanding used in this filing?

The reported 18.4% ownership is calculated based on 266,190,963 shares of T1 Energy common stock outstanding as of December 30, 2025, inclusive of the shares issued to Trina Solar (Schweiz) AG.

What type of security and class is covered in this T1 Energy Inc. (TE) Schedule 13D/A?

The filing relates to common stock of T1 Energy Inc. with a par value of $0.01 per share.