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    T1 Energy Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    5/15/25 6:22:54 AM ET
    $TE
    Industrial Machinery/Components
    Miscellaneous
    Get the next $TE alert in real time by email
    false 0001992243 0001992243 2025-05-14 2025-05-14 0001992243 TE:CommonStock0.01ParValueMember 2025-05-14 2025-05-14 0001992243 TE:WarrantsEachWholeWarrantExercisableForOneCommonStockAtExercisePriceFor11.50PerShareMember 2025-05-14 2025-05-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
     

     

    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): May 15, 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

     

     

    (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, $0.01 par value   TE   The New York Stock Exchange
    Warrants, each whole warrant exercisable for one Common Stock at an exercise price for $11.50 per share   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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

     

    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 8.01. Other Events.

     

    On May 15, 2025, T1 Energy Inc., a Delaware corporation (the “Company”), announced that the Company has entered into a Heads of Agreement with a Saudi partner aligned with the Kingdom of Saudi Arabia to pursue an investment in the Company’s planned G2 Austin 5GW solar cell manufacturing facility in Austin, Texas. The non-binding agreement was signed on this week at a ceremony in Riyadh hosted by the Saudi Ministry of Investment to commemorate the Trump administration’s ‘America First’ program and the Kingdom of Saudi Arabia’s commitment to investing in critical U.S. energy infrastructure projects.

     

    A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The press release is being furnished pursuant to Item 8.01 and will not be deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

     

    Item 9.01. Financial Statements and Exhibits.

     

    (d) Exhibits.

     

    Exhibit No.   Description
    99.1   Press Release, dated May 15, 2025, announcing the Company’s entry into a Heads of Agreement.
         
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

    1

     

     

    SIGNATURE

     

    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.
         
      By: /s/ Daniel Barcelo
        Name:  Daniel Barcelo
        Title: Chief Executive Officer and Chairman of the Board
         
    Dated: May 15, 2025    

     

    2

     

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