FIRST SOLAR, INC.

Previous wording

We are the world’s largest thin film PV solar module manufacturer and the largest PV solar module manufacturer in the Western Hemisphere. We recently commenced operations at our fifth manufacturing facility in the United States. We are in the process of further expanding our domestic manufacturing capacity, including the construction of our sixth U.S. manufacturing facility in South Carolina to onshore final production processes for modules initiated by our international fleet, with the first phase expected to commence operations in the second half of 2026. Our global manufacturing footprint spans the United States, India, Malaysia, and Vietnam.

Current wording

We are the world’s largest thin film PV solar module manufacturer and the largest PV solar module manufacturer in the Western Hemisphere. We recently commenced operations at our fifth manufacturing facility in the United States. We are in the process of further expanding our domestic manufacturing capacity, including the completion of our sixth U.S. manufacturing facility, located in South Carolina, to onshore final production processes for modules initiated by our international fleet. The first phase of this facility commenced commercial production in September 2026, and we expect the second phase to commence operations in mid-2027. Our global manufacturing footprint spans the United States, India, Malaysia, and Vietnam.

Previous wording

•Net sales for the three months ended June 30, 2026 decreased by 3.7% to $1.1 billion compared to the same period in 2025. The decrease was primarily due to lower revenue associated with customer contract terminations, partially offset by a 5.3% increase in the volume of modules sold to third parties.

Current wording

•Net sales for the three months ended September 30, 2026 decreased by 22.8% to $1.2 billion compared to the same period in 2025. The decrease was primarily due to a 22.0% decrease in the volume of modules sold to third parties and lower revenue associated with customer contract terminations.

Previous wording

•During the three months ended June 30, 2026, we produced 4.3 GW and sold 3.7 GW of solar modules, compared to 4.2 GW produced and 3.6 GW sold in the same period in 2025.

Current wording

•During the three months ended September 30, 2026, we produced 4.3 GW and sold 4.1 GW of solar modules, compared to 3.6 GW produced and 5.3 GW sold in the same period in 2025

Previous wording

As a result of the market opportunities described above, we recently commenced operations at our fifth manufacturing facility in the United States. We are in the process of further expanding our domestic manufacturing capacity, including the construction of our sixth U.S. manufacturing facility in South Carolina to onshore final production processes for modules initiated by our international fleet, with the first phase expected to commence operations in the second half of 2026. We believe manufacturers of solar cells and modules, particularly those in China, have significant excess installed production capacity, relative to global demand, and the ability for additional capacity expansion. Accordingly, we believe the solar industry may experience periods of structural imbalance between supply and demand, which could lead to periods of pricing volatility. Further, demand for solar energy in key markets, such as the United States and India, may be affected by the nature and extent of commitments to the renewable energy transition at the local and global levels. Notwithstanding these considerations, utility and corporate demand for energy and overall electric load growth, especially as a result of artificial intelligence-driven data center demand, continue to increase. However, such data center demand may be adversely affected by opposition from local communities who may pose obstacles to, or cause delays in, the permitting and construction of these facilities. In addition, data centers may address their large energy needs from sources that compete with solar energy, such as on- or off-grid natural gas. Despite these factors, utility-scale PV solar, even on an unsubsidized basis, is cost competitive with conventional forms of energy generation, including natural gas and nuclear, and is significantly faster to deploy than a five-year natural gas project development timeline or a much longer nuclear project timeline.

Current wording

As a result of the market opportunities described above, we recently commenced operations at our fifth manufacturing facility in the United States. We are in the process of further expanding our domestic manufacturing capacity, including the completion of our sixth U.S. manufacturing facility, located in South Carolina, to onshore final production processes for modules initiated by our international fleet. The first phase of this facility commenced commercial production in September 2026, and we expect the second phase to commence operations in mid-2027. We believe manufacturers of solar cells and modules, particularly those in China, have significant excess installed production capacity, relative to global demand, and the ability for additional capacity expansion. Accordingly, we believe the solar industry may experience periods of structural imbalance between supply and demand, which could lead to periods of pricing volatility. Further, demand for solar energy in key markets, such as the United States and India, may be affected by the nature and extent of commitments to the renewable energy transition at the local and global levels. Notwithstanding these considerations, utility and corporate demand for energy and overall electric load growth, especially as a result of artificial intelligence-driven data center demand, continue to increase. However, such data center demand may be adversely affected by opposition from local communities who may pose obstacles to, or cause delays in, the permitting and construction of these facilities. In addition, data centers may address their large energy needs from sources that compete with solar energy, such as on- or off-grid natural gas. Despite these factors, utility-scale PV solar, even on an unsubsidized basis, is cost competitive with conventional forms of energy generation, including natural gas and nuclear, and is significantly faster to deploy than a five-year natural gas project development timeline or a much longer nuclear project timeline.

Previous wording

The solar industry continues to be characterized by intense pricing competition, both at the module and system levels. This competition may result in an environment in which pricing falls rapidly, which could potentially increase demand for solar energy solutions but constrain the ability for module manufacturers and project developers to sustain meaningful and consistent profitability. Our results of operations could be adversely affected if competitors reduce pricing below their costs, bid aggressively low prices for module sale agreements, or are able to operate at minimal or negative operating margins for sustained periods of time. For certain of our competitors, including many in China, these practices may be enabled by their direct or indirect access to sovereign capital or other forms of state support. Despite this competition, recent module pricing in the United States, our primary market, has remained stable due, in part, to the rising demand for domestically manufactured modules as a result of the IRA, energy tax credit eligibility restrictions (including foreign-entity-related limitations) as amended by the One Big Beautiful Bill Act of 2025 (“OBBBA”), and tariffs on modules imported into the United States.

Current wording

The solar industry continues to be characterized by intense pricing competition, both at the module and system levels. This competition may result in an environment in which pricing falls rapidly, which could potentially increase demand for solar energy solutions but constrain the ability for module manufacturers and project developers to sustain meaningful and consistent profitability. Our results of operations could be adversely affected if competitors reduce pricing below their costs, bid aggressively low prices for module sale agreements, or are able to operate at minimal or negative operating margins for sustained periods of time. For certain of our competitors, including many in China, these practices may be enabled by their direct or indirect access to sovereign capital or other forms of state support.

Previous wording

We face intense competition from manufacturers of crystalline silicon solar modules and other emerging technologies. Solar module manufacturers compete with one another on sales price per watt, which may be influenced by several module value attributes, including energy yield, wattage (through a larger form factor or an improved conversion efficiency), degradation, sustainability, and reliability. Sales price per watt may also be influenced by warranty terms, customer payment terms, and/or module attributes. We believe that utility-scale solar will continue to be a compelling offering and will continue to represent an increasing portion of the overall electricity generation mix. However, this focus on utility-scale module offerings exists within a current market environment that also includes rooftop and distributed generation solar, which may influence our future offerings.

Current wording

We face intense competition from manufacturers of crystalline silicon solar modules and other emerging technologies. Solar module manufacturers compete with one another on sales price per watt, which may be influenced by several module value attributes, including energy yield, wattage (through a larger form factor or an improved conversion efficiency), degradation, sustainability, and reliability. Sales price per watt may also be influenced by warranty terms and customer payment terms. We believe that utility-scale solar will continue to be a compelling offering and will continue to represent an increasing portion of the overall electricity generation mix. However, this focus on utility-scale module offerings exists within a current market environment that also includes rooftop and distributed generation solar, which may influence our future offerings.

Previous wording

•CuRe. Our CuRe program is intended to improve our current semiconductor structure by replacing copper with certain other elements that are expected to enhance module performance by improving its bifaciality characteristics, improving its temperature coefficient, and improving its warranted degradation. As a result of these performance improvements, CuRe modules are expected to produce more energy in real-world operating conditions over their estimated useful lives than crystalline silicon modules with the same nameplate power. During the first half of 2026, we permanently converted one of our Ohio facilities to our CuRe technology and intend to proceed with a phased replication of the technology across certain manufacturing facilities within our fleet.

Current wording

•CuRe. Our CuRe program is intended to improve our current semiconductor structure by replacing copper with certain other elements that are expected to enhance module performance by improving its bifaciality characteristics, improving its temperature coefficient, and improving its warranted degradation. As a result of these performance improvements, CuRe modules are expected to produce more energy in real-world operating conditions over their estimated useful lives than crystalline silicon modules with the same nameplate power. During the first half of 2026, we permanently converted one of our Ohio facilities to our CuRe technology and intend to proceed with a phased replication of the technology across certain manufacturing facilities within our fleet, with our Indian facility expected to begin manufacturing CuRe modules in the first quarter of 2027.

Previous wording

The efficiencies gained from the vertical integration of our manufacturing model and our cost management initiatives allow us to compete favorably in markets that are supported by a level playing field. Our cost competitiveness is based in large part on our advanced thin film semiconductor technology, module wattage, proprietary manufacturing process (which enables us to produce a CdTe module in a matter of hours using a continuous and highly automated industrial manufacturing process, as opposed to a batch process), and focus on operational excellence. In addition, our CdTe modules use approximately 2% to 3% of the amount of semiconductor material that is used to manufacture conventional crystalline silicon solar modules. The cost of polysilicon is a significant driver of the manufacturing cost of crystalline silicon solar modules, and the timing and rate of change in the cost of silicon feedstock and polysilicon could lead to changes in solar module pricing levels.

Current wording

The efficiencies gained from the vertical integration of our manufacturing model and our cost management initiatives allow us to compete favorably in markets that are supported by a level playing field. Our cost competitiveness is based in large part on our advanced thin film semiconductor technology, proprietary manufacturing process (which enables us to produce a CdTe module in a matter of hours using a continuous and highly automated industrial manufacturing process, as opposed to a batch process), and focus on operational excellence. In addition, our CdTe modules use approximately 2% to 3% of the amount of semiconductor material that is used to manufacture conventional crystalline silicon solar modules. The cost of polysilicon is a significant driver of the manufacturing cost of crystalline silicon solar modules, and the timing and rate of change in the cost of silicon feedstock and polysilicon could lead to changes in solar module pricing levels.

Previous wording

•United States. In August 2022, the previous U.S. President signed the IRA into law, which was intended to accelerate the country’s ongoing transition to clean energy. Among other things, the financial incentives provided by the IRA have significantly increased demand for modules manufactured in the United States. We expect to qualify for the advanced manufacturing production credit under Section 45X of the IRC, which provides certain specified benefits for solar modules and solar module components manufactured in the United States and sold to third parties. However, in January 2025, the U.S. President issued the executive order entitled, “Unleashing American Energy,” which, among other things, indicated a lack of support for federal funding of certain solar and solar-related projects. Further, in July 2025, the U.S. President signed H.R.1 into law, commonly referred to as the “One Big Beautiful Bill,” which significantly curtails the availability of certain energy tax credits. H.R.1 includes accelerating the termination of the clean electricity Investment Tax Credit (“ITC”) and Production Tax Credit (“PTC”) in relation to solar and restricting tax credits if a taxpayer employs certain products and components produced by a supplier with ties to a foreign entity of concern (“FEOC”). H.R.1 also severely limits Section 45X tax credit eligibility for products manufactured by, or with material assistance from, a FEOC. For more information about certain risks associated with the benefits available to us under IRA, see Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

•United States. In August 2022, the previous U.S. President signed the IRA into law, which was intended to accelerate the country’s ongoing transition to clean energy. Among other things, the financial incentives provided by the IRA have significantly increased demand for modules manufactured in the United States. However, in January 2025, the U.S. President issued the executive order entitled, “Unleashing American Energy,” which, among other things, indicated a lack of support for federal funding of certain solar and solar-related projects. Further, in July 2025, the U.S. President signed the OBBBA into law, which significantly curtails the availability of certain energy tax credits. The OBBBA accelerates the termination of the clean electricity Investment Tax Credit (“ITC”) and Production Tax Credit (“PTC”) in relation to solar and restricts tax credits if a taxpayer employs certain products and components produced by a supplier with ties to a foreign entity of concern (“FEOC”). The OBBBA also severely limits Section 45X tax credit eligibility for products manufactured by, or with material assistance from, a FEOC. For more information about certain risks associated with the benefits available to us under IRA, see Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

•United States. In April 2025, the U.S. President imposed a 10% “baseline” reciprocal tariff on nearly all U.S. trading partners, and additional, higher reciprocal tariffs on certain countries pursuant to the IEEPA. In February 2026, the U.S. Supreme Court ruled the IEEPA tariffs unlawful. Since that ruling, the U.S. Court of International Trade ordered U.S. Customs and Border Protection to commence the process of refunding IEEPA tariffs. The refunds we ultimately recover may differ from the full amount we previously paid, and that difference may be material. Moreover, our expected refunds may be offset by related customer refund obligations due to customers for payments made in connection with the IEEPA tariffs. President Trump responded to the U.S. Supreme Court’s decision by revoking the IEEPA tariff actions and imposing new global tariffs pursuant to Section 122 of the Trade Act of 1974 (“Section 122”) of 10%. The Section 122 tariff terminated on July 24, 2026, at which time the Office of the United States Trade Representative (“USTR”) implemented a final action under Section 301 of the Trade Act of 1974, to impose tariffs on 60 countries related to the failure to impose and effectively enforce a prohibition on the importation of goods produced with forced labor. The USTR imposed an effective tariff of 10% on several countries, including Malaysia, India, and the EU, and an effective tariff of 12.5% on the remaining countries, including China and Vietnam. The USTR is also conducting several additional Section 301 investigations, including an investigation of structural excess capacity and production in manufacturing in 16 countries. These investigations could result in additional tariffs on imports from China, the EU, India, Malaysia, and Vietnam. We plan to continue to monitor changes to the trade policies of the United States and other countries that could impact our financial position, results of operations, and cash flows. For more information about these developments, see Part II. “Other Information” Item 1A. “Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, eligibility limitations, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, have impacted, and in the future could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

Current wording

•United States. In April 2025, the U.S. President imposed a 10% “baseline” reciprocal tariff on nearly all U.S. trading partners and additional, higher reciprocal tariffs on certain countries pursuant to the IEEPA. In February 2026, the U.S. Supreme Court ruled the IEEPA tariffs unlawful. Since that ruling, the U.S. Court of International Trade ordered U.S. Customs and Border Protection to commence the process of refunding IEEPA tariffs. Accordingly, we requested refunds for applicable tariffs under the ruling and have received payment for substantially all remaining claims. Such refunds may be offset by estimated amounts payable to customers for amounts we previously received in connection with the pass-through of certain tariff costs. The U.S. President responded to the U.S. Supreme Court’s decision by revoking the IEEPA tariff actions and imposing new global tariffs pursuant to Section 122 of the Trade Act of 1974 (“Section 122”) of 10%. The Section 122 tariff terminated on July 24, 2026, at which time the Office of the United States Trade Representative (“USTR”) implemented a final action under Section 301 of the Trade Act of 1974, to impose tariffs on 60 countries related to the failure to impose and effectively enforce a prohibition on the importation of goods produced with forced labor. The USTR imposed a tariff of 10% on several countries, including Malaysia, India, and the European Union (“EU”), and a tariff of 12.5% on the remaining countries, including China and Vietnam. The USTR is also conducting several additional Section 301 investigations, including an investigation of structural excess capacity and production in manufacturing in 16 countries. These investigations could result in additional tariffs on imports from China, the EU, India, Malaysia, and Vietnam. We plan to continue to monitor changes to the trade policies of the United States and other countries that could impact our financial position, results of operations, and cash flows. For more information about these developments, see Part II. “Other Information” Item 1A. “Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, eligibility limitations, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, have impacted, and in the future could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

Previous wording

•United States. Effective June 4, 2025, the U.S. President increased tariffs on imported aluminum and steel articles under Section 232 of the Trade Expansion Act of 1962 (“Section 232”) from 25% to 50%. Effective August 1, 2025, the U.S. President imposed tariffs of 50% on copper under Section 232. Effective April 6, 2026, the U.S. President modified the Section 232 tariffs on aluminum, steel, and copper to apply a rate of 50% to the full value of primary metal articles and a rate of 25% to the full value of derivative articles, while removing certain products from the scope of Section 232 tariffs. Effective October 14, 2025, the U.S. President imposed tariffs of 10% on imported softwood timber and lumber products under Section 232. Further, on April 22, 2025, the U.S. Secretary of Commerce initiated an investigation to determine the effects on the national security of imports of processed critical minerals, as well as their derivative products, under Section 232; on July 1, 2025, the U.S. Secretary of Commerce initiated a Section 232 investigation to determine whether imports of polysilicon and its derivatives impair U.S. national security; and on September 2, 2025, the U.S. Secretary of Commerce initiated an investigation to determine the effects on the national security of imports of robotics and industrial machinery under Section 232. For more information about the context of these developments, see Part II. “Other Information” Item 1A. “Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, eligibility limitations, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, have impacted, and in the future could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

Current wording

•United States. Effective June 4, 2025, the U.S. President increased Section 232 tariffs on imported aluminum and steel articles from 25% to 50%. Effective August 1, 2025, the U.S. President imposed tariffs of 50% on copper under Section 232. Effective April 6, 2026, the U.S. President modified the Section 232 tariffs on aluminum, steel, and copper to apply a rate of 50% to the full value of primary metal articles and a rate of 25% to the full value of derivative articles, while removing certain products from the scope of Section 232 tariffs. Effective October 14, 2025, the U.S. President imposed tariffs of 10% on imported softwood timber and lumber products under Section 232. Further, on April 22, 2025, the U.S. Secretary of Commerce initiated an investigation to determine the effects on the national security of imports of processed critical minerals, as well as their derivative products, under Section 232; on July 1, 2025, the U.S. Secretary of Commerce initiated a Section 232 investigation to determine whether imports of polysilicon and its derivatives impair U.S. national security; and on September 2, 2025, the U.S. Secretary of Commerce initiated an investigation to determine the effects on the national security of imports of robotics and industrial machinery under Section 232. On August 6, 2026, following the conclusion of the Section 232 investigation into polysilicon and its derivatives, the U.S. President issued a proclamation (the “Proclamation”) that, effective December 4, 2026, (i) establishes minimum import prices of $21 per kilogram for polysilicon, $100 per kilogram for polysilicon ingots and wafers, $0.22 per watt for solar cells, and $0.38 per watt for solar modules, and (ii) imposes an additional 15% duty on imports of polysilicon derivatives, subject to reduced rates for certain countries. The Proclamation also directs the U.S. Department of Commerce to enter into company-specific deals with producers to incentivize and strengthen investments in the United States polysilicon supply chain. As polysilicon is a foundational input for crystalline silicon solar modules, we expect the Proclamation to have a favorable impact on the volume of our future module sales, including the pricing and contractual terms of those sales. However, we continue to evaluate the scope and impact of the Proclamation on our financial position, results of operations, and cash flows. For more information about the context of these developments, see Part II. “Other Information” Item 1A. “Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, eligibility limitations, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, have impacted, and in the future could negatively impact demand and/or price l…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

•China. In February 2025, China announced that it would tighten export controls for five key minerals, including products containing tellurium, which is one of the main components of our CdTe modules. Although tellurium and products containing tellurium are sourced globally, China is a major global producer of tellurium and products containing tellurium. Chinese exporters of tellurium and related products are generally required to obtain a license from the Chinese Ministry of Commerce. In October 2025, China expanded its rare earths export controls, adding new minerals to its restricted list and requiring foreign entities to obtain a license to export any products containing over 0.1% of rare earths from China or manufactured using China’s extraction, refining, magnet-making, or recycling technology. In November 2025, China announced it would delay imposition of the October 2025 export controls for one year. In February 2026, the U.S. President announced the creation of an approximately $12 billion stockpile of critical minerals for U.S. manufacturers in response to the potential supply chain disruptions as a result of Chinese export controls. We have assembled a cross-functional team to monitor the export controls and related developments and analyze how they may impact materials required for our module production. We have applied for and intend to continue applying for export licenses where appropriate, as well as continuing to implement other strategic alternatives, such as sourcing from other suppliers to mitigate potential adverse impacts from these export controls. For more information about this development, see Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

•China. In February 2025, China announced that it would tighten export controls for five key minerals, including products containing tellurium, which is a key component of our CdTe modules. Although tellurium and products containing tellurium are sourced globally, China is a major global producer of tellurium and products containing tellurium. Chinese exporters of tellurium and related products are generally required to obtain a license from the Chinese Ministry of Commerce. In October 2025, China expanded its rare earths export controls, adding new minerals to its restricted list and requiring foreign entities to obtain a license to export any products containing over 0.1% of rare earths from China or manufactured using China’s extraction, refining, magnet-making, or recycling technology. In November 2025, China announced it would delay imposition of the October 2025 export controls for one year. In February 2026, the U.S. President announced the creation of an approximately $12 billion stockpile of critical minerals for U.S. manufacturers in response to the potential supply chain disruptions as a result of Chinese export controls. In September 2026, China and the United States agreed to extend the trade truce—covering tariffs and export controls—to January 2027. We have assembled a cross-functional team to monitor the export controls and related developments and analyze how they may impact materials required for our module production. We have applied for and intend to continue applying for export licenses where appropriate, as well as continuing to implement other strategic alternatives, such as sourcing from other suppliers to mitigate potential adverse impacts from these export controls. For more information about this development, see Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

•United States. In April 2024, the American Alliance for Solar Manufacturing Trade Committee, which includes First Solar, filed a set of antidumping and countervailing duty (“AD/CVD”) petitions with the U.S. Department of Commerce (“USDOC”) and the U.S. International Trade Commission (“USITC”) to impose duties on certain unfairly traded solar products from Cambodia, Malaysia, Thailand, and Vietnam. Following final affirmative determinations by the USDOC and USITC that identified final subsidy rates of 534.67% to 3,403.96% for Cambodia, 14.64% to 168.8% for Malaysia, 263.74% to 799.55% for Thailand, and 68.15% to 542.64% for Vietnam, AD/CVD orders, including the assessment of countervailing duties and suspension of liquidation of such products, were issued on June 9, 2025. On July 17, 2025, the Alliance for American Solar Manufacturing and Trade filed another set of AD/CVD petitions with the USDOC and the USITC to impose duties on unfairly traded crystalline silicon solar products from India, Indonesia, and Laos. In addition to a range of alleged illegal subsidies, the petitioners identified dumping margins of 213.96% for India, 89.65% for Indonesia, and 245.79% to 249.09% for Laos. For more information about this development, see Part II. “Other Information” Item 1A. “Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, eligibility limitations, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, have impacted, and in the future could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

Current wording

•United States. In April 2024, the American Alliance for Solar Manufacturing Trade Committee, which includes First Solar, filed a set of antidumping and countervailing duty (“AD/CVD”) petitions with the U.S. Department of Commerce (“USDOC”) and the U.S. International Trade Commission (“USITC”) to impose duties on certain unfairly traded crystalline silicon solar products from Cambodia, Malaysia, Thailand, and Vietnam. Following final affirmative determinations by the USDOC and USITC that identified final subsidy rates of 534.67% to 3,403.96% for Cambodia, 14.64% to 168.8% for Malaysia, 263.74% to 799.55% for Thailand, and 68.15% to 542.64% for Vietnam, AD/CVD orders, including the assessment of countervailing duties and suspension of liquidation of such products, were issued on June 9, 2025. On July 17, 2025, the Alliance for American Solar Manufacturing and Trade filed another set of AD/CVD petitions with the USDOC and the USITC to impose duties on unfairly traded crystalline silicon solar products from India, Indonesia, and Laos. In addition to a range of alleged illegal subsidies, the petitioners identified dumping margins of 213.96% for India, 89.65% for Indonesia, and 245.79% to 249.09% for Laos. In September 2026, the USDOC issued its final antidumping and countervailing duty determinations, calculating subsidy rates of 126.09% and dumping margins of 123.04% for India; subsidy rates of up to 173.70% and dumping margins of 94.36% for Indonesia; and subsidy rates of up to 153.67% and dumping margins of 65.43% for Laos. We expect such AD/CVD orders to support a level playing field and help drive critical solar technology growth by encouraging investment in domestic manufacturing capacity and jobs. For more information about this development, see Part II. “Other Information” Item 1A. “Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, eligibility limitations, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, have impacted, and in the future could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

Previous wording

We generally price and sell our solar modules on a per watt basis. As of June 30, 2026, we had entered into contracts with customers for the future sale of 45.1 GW of solar modules for an aggregate transaction price of $13.6 billion, which we expect to recognize as revenue through 2030 as we transfer control of the modules to our customers. This volume and transaction price exclude contracts with customers in India for which payment has not been fully secured. This volume includes contracts for the sale of 21.6 GW of solar modules with anticipated price adjustments for future module technology improvements, including enhancements to certain energy related attributes. Based on these potential improvements, the contracted module volume as of June 30, 2026, the expected timing of such improvements being incorporated into our manufacturing process, and the expected timing of module deliveries, such adjustments, if realized, could result in additional revenue of up to $0.5 billion, the majority of which would be recognized in 2027 and 2028. In addition to these price adjustments, certain of our contracts with customers may include favorable or unfavorable price adjustments associated with changes to (i) sales freight in excess of defined thresholds, (ii) changes to certain commodity prices, (iii) the module wattage committed for delivery, (iv) the volume of modules sold that meet certain U.S. domestic content requirements, and (v) changes to certain tariff structures within a defined threshold, among other things. As a result, the revenue recognized from such contracts may increase or decrease in future periods relative to the original transaction price or may otherwise be impacted if a contract is canceled.

Current wording

We generally price and sell our solar modules on a per watt basis. As of September 30, 2026, we had entered into contracts with customers for the future sale of 44.0 GW of solar modules for an aggregate transaction price of $13.5 billion, which we expect to recognize as revenue through 2030 as we transfer control of the modules to our customers. This volume and transaction price exclude contracts with customers in India for which payment has not been fully secured. This volume includes contracts for the sale of 20.0 GW of solar modules with anticipated price adjustments for future module technology improvements, including enhancements to certain energy related attributes. Based on these potential improvements, the contracted module volume as of September 30, 2026, the expected timing of such improvements being incorporated into our manufacturing process, and the expected timing of module deliveries, such adjustments, if realized, could result in additional revenue of up to $0.5 billion, the majority of which would be recognized in 2027 and 2028. In addition to these price adjustments, certain of our contracts with customers may include favorable or unfavorable price adjustments associated with changes to (i) sales freight in excess of defined thresholds, (ii) changes to certain commodity prices, (iii) the module wattage committed for delivery, (iv) the volume of modules sold that meet certain U.S. domestic content requirements, and (v) changes to certain tariff structures within a defined threshold, among other things. As a result, the revenue recognized from such contracts may increase or decrease in future periods relative to the original transaction price or may otherwise be impacted if a contract is canceled.

Previous wording

We monitor our modules’ expected performance through quality and reliability testing, as well as actual performance in certain field installation sites. Any declines in the expected performance attributes of our modules could adversely impact our financial results due to declines in the average selling prices of our modules and additional margin compression. For example, the identified manufacturing issues affecting certain Series 7 modules may adversely impact the average selling prices of our modules or the carrying value of our inventories. These manufacturing issues may also increase product warranty claims by our customers to resolve the premature power loss in affected modules. Any future manufacturing issues, including any additional commitment made by us to remediate the affected modules beyond our limited warranty, could also adversely impact our reputation, financial position, operating results, and cash flows. We may also be subject to certain other risks and uncertainties surrounding module performance as described in Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

We monitor our modules’ expected performance through quality and reliability testing, as well as actual performance in certain field installation sites. Any declines in the expected performance attributes of our modules could adversely impact our financial results due to declines in the average selling prices of our modules and additional margin compression. For example, the identified manufacturing issues affecting certain Series 7 modules have adversely affected and may continue to adversely affect the average selling prices of our modules. These manufacturing issues have also increased product warranty claims by our customers to resolve the premature power loss in affected modules. Any such manufacturing issues, including any additional commitments we have made, or may make in the future, to remediate module performance issues beyond our limited warranty, could also adversely impact our reputation, financial position, operating results, and cash flows. We may also be subject to certain other risks and uncertainties surrounding module performance as described in Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

We are in the process of expanding our domestic manufacturing capacity; this additional capacity, and any other potential investments to add to or otherwise modify our existing manufacturing capacity in response to market demand and competition, may require significant internal and possibly external sources of capital, and may be subject to certain risks and uncertainties described in Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

We are in the process of expanding our domestic manufacturing capacity; this additional capacity, and any other potential investments to add to or otherwise modify our existing manufacturing capacity in response to market demand and competition, may require significant internal and possibly external sources of capital, and may be subject to certain risks and uncertainties described in Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025 and Part II. “Other Information” Item 1A. “Risk Factors” of this Quarterly Report on Form 10-Q.

Previous wording

The following table sets forth our condensed consolidated statements of operations as a percentage of net sales for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table sets forth our condensed consolidated statements of operations as a percentage of net sales for the three and nine months ended September 30, 2026 and 2025:

Previous wording

We generally price and sell our solar modules on a per watt basis. During the three and six months ended June 30, 2026, we sold the majority of our solar modules to developers and operators of systems in the United States, and a majority of our module sales were denominated in U.S. dollars, with the remainder primarily sold in India and denominated in Indian rupees. We recognize revenue for module sales at a point in time following the transfer of control of the modules to the customer, which typically occurs upon delivery of the modules to the location specified in the terms of the underlying contract.

Current wording

We generally price and sell our solar modules on a per watt basis. During the three and nine months ended September 30, 2026, we sold the majority of our solar modules to developers and operators of systems in the United States, and a majority of our module sales were denominated in U.S. dollars, with the remainder primarily sold in India and denominated in Indian rupees. We recognize revenue for module sales at a point in time following the transfer of control of the modules to the customer, which typically occurs upon delivery of the modules to the location specified in the terms of the underlying contract.

Previous wording

The following table shows net sales for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows net sales for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Net sales decreased $41.0 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 primarily due to lower revenue associated with customer contract terminations, partially offset by a 5.3% increase in the volume of modules sold to third parties.

Current wording

Net sales decreased $363.9 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 primarily due to a 22.0% decrease in the volume of modules sold to third parties and lower revenue associated with customer contract terminations.

Previous wording

The following table shows cost of sales for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows cost of sales for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Cost of sales decreased $146.1 million, or 24.5%, and decreased 11.7 percentage points as a percent of net sales for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily driven by (i) expected IEEPA tariff refunds, which are discussed in more detail in “Gross Profit” below; (ii) a higher volume of modules sold qualifying for the advanced manufacturing production credit under Section 45X of the IRC, which decreased cost of sales by $70.7 million; and (iii) decreased logistics costs of $35.6 million. This decrease was partially offset by (iv) higher costs of $38.8 million due to an increase in the volume of modules sold and (v) higher duties and tariffs of $29.3 million.

Current wording

Cost of sales decreased $466.2 million, or 47.4%, and decreased 19.6 percentage points as a percent of net sales for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This decrease was primarily driven by (i) a higher volume of modules sold qualifying for the advanced manufacturing production credit under Section 45X of the IRC, which decreased cost of sales by $237.7 million; (ii) lower costs of $229.9 million due to a decrease in the volume of modules sold; and (iii) decreased logistics costs of $55.7 million. This decrease was partially offset by (iv) higher production costs of $118.9 million primarily due to a higher sales mix of U.S.-produced modules.

Previous wording

Cost of sales decreased $88.2 million, or 8.0%, and decreased 8.4 percentage points as a percent of net sales for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily driven by (i) the advanced manufacturing credit described above; which decreased costs by $188.6 million, (ii) expected IEEPA tariff refunds; and (iii) lower logistics costs of $74.1 million. This decrease was partially offset by (iv) higher costs of $225.2 million due to an increase in the volume of modules sold and (v) higher duties and tariffs of $59.1 million.

Current wording

Cost of sales decreased $554.4 million, or 26.6%, and decreased 13.1 percentage points as a percent of net sales for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This decrease was primarily driven by (i) the advanced manufacturing credit described above, which decreased cost of sales by $426.3 million; (ii) lower logistics costs of $129.8 million; and (iii) the net impact of IEEPA tariff refunds, partially offset by certain new tariff costs. This decrease was partially offset by (iv) higher production costs of $100.4 million, largely due to a higher sales mix of U.S.-produced modules.

Previous wording

The following table shows gross profit for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows gross profit for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Gross profit as a percentage of net sales increased 11.7 percentage points to 57.3% during the three months ended June 30, 2026 from 45.6% during the three months ended June 30, 2025. The increase was primarily due to (i) an $88.6 million net benefit related to expected IEEPA tariff refunds less estimated amounts payable to customers; (ii) a higher volume of modules qualifying for the advanced manufacturing production credit under Section 45X of the IRC; and (iii) lower logistics costs. These increases in gross profit were partially offset by (iv) lower revenue associated with customer contract terminations and (v) higher duties and tariffs.

Current wording

Gross profit as a percentage of net sales increased 19.6 percentage points to 57.9% during the three months ended September 30, 2026 from 38.3% during the three months ended September 30, 2025. The increase was primarily due to (i) a higher volume of modules sold qualifying for the advanced manufacturing production credit under Section 45X of the IRC and (ii) a higher sales price per watt. These increases in gross profit were partially offset by (iii) increased production costs due to a higher sales mix of U.S.-produced modules and (iv) lower revenue associated with customer contract terminations.

Previous wording

Gross profit as a percentage of net sales increased 8.4 percentage points to 51.9% during the six months ended June 30, 2026 from 43.5% during the six months ended June 30, 2025. The increase was primarily due to (i) lower logistics costs, (ii) a greater benefit from the advanced manufacturing credit described above, and (iii) the net benefit related to expected IEEPA tariff refunds previously discussed. These increases in gross profit were partially offset by (iv) lower revenue associated with customer contract terminations and (v) higher tariffs and duties.

Current wording

Gross profit as a percentage of net sales increased 13.1 percentage points to 54.2% during the nine months ended September 30, 2026 from 41.1% during the nine months ended September 30, 2025. The increase was primarily due to (i) a greater benefit from the advanced manufacturing credit described above and (ii) lower logistics costs. These increases in gross profit were partially offset by (iii) higher manufacturing costs per watt due to the sales mix discussed above and (iv) lower revenue associated with customer contract terminations.

Previous wording

The following table shows selling, general and administrative expense for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows selling, general and administrative expense for the three and nine months ended September 30, 2026 and 2025:

Previous wording

The following table shows research and development expense for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows research and development expense for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Research and development expense for the three and six months ended June 30, 2026 increased compared to the three and six months ended June 30, 2025 primarily due to (i) the impairment of certain equipment that is no longer expected to be used as part of our technology roadmap and (ii) higher costs related to spare parts and materials purchases, as well as higher depreciation expense resulting from our continued investments in R&D facilities and equipment.

Current wording

Research and development expense for the nine months ended September 30, 2026 increased compared to the nine months ended September 30, 2025 primarily due to (i) higher costs related to equipment purchases and depreciation expense and (ii) the impairment of certain equipment that was no longer expected to be used as part of our technology roadmap.

Previous wording

The following table shows production start-up expense for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows production start-up expense for the three and nine months ended September 30, 2026 and 2025:

Previous wording

During the three and six months ended June 30, 2026, we incurred production start-up expense primarily for our sixth manufacturing facility in the United States. During the three and six months ended June 30, 2025, we incurred production start-up expense primarily for our fifth manufacturing facility in the United States.

Current wording

During the three and nine months ended September 30, 2026, we incurred production start-up expense primarily for our sixth manufacturing facility in the United States. The first phase of this facility commenced commercial production in September 2026. During the three and nine months ended September 30, 2025, we incurred production start-up expense primarily for our fifth manufacturing facility in the United States.

Previous wording

Foreign currency loss, net consists of the net effect of gains and losses resulting from holding assets and liabilities and conducting transactions denominated in currencies other than our subsidiaries’ functional currencies.

Current wording

Foreign currency gain (loss), net consists of the net effect of gains and losses resulting from holding assets and liabilities and conducting transactions denominated in currencies other than our subsidiaries’ functional currencies.

Previous wording

Foreign currency loss, net for the three months ended June 30, 2026 increased compared to the three months ended June 30, 2025 largely due to foreign exchange losses related to our prepayment of the India Credit Facility.

Current wording

Foreign currency gain for the three months ended September 30, 2026 increased compared to the three months ended September 30, 2025 largely due to lower costs associated with hedging activities related to our subsidiaries in India. Foreign currency loss decreased for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025 for similar reasons.

Previous wording

The following table shows interest income for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows interest income for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Selling, general and administrative expense for the three months ended June 30, 2026 was consistent with the three months ended June 30, 2025.

Current wording

Interest income for the three months ended September 30, 2026 was consistent with the three months ended September 30, 2025.

Previous wording

Interest income for the three and six months ended June 30, 2026 increased compared to the three and six months ended June 30, 2025 primarily due to (i) an increase in both yields and holdings of cash and cash equivalents and (ii) interest related to IEEPA tariff refunds.

Current wording

Interest income for the nine months ended September 30, 2026 increased compared to the nine months ended September 30, 2025 primarily due to (i) an increase in yields on cash and cash equivalents and (ii) interest related to IEEPA tariff refunds.

Previous wording

The following table shows interest expense, net for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows interest expense, net for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Interest expense, net for the three and six months ended June 30, 2026 decreased compared to the three and six months ended June 30, 2025 primarily due to our prepayment of the India Credit Facility.

Current wording

Interest expense, net for the three and nine months ended September 30, 2026 decreased compared to the three and nine months ended September 30, 2025 primarily due to our prepayment of the India Credit Facility during the second quarter of 2026.

Previous wording

The following table shows other expense, net for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table shows other expense, net for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Other expense, net for the three and six months ended June 30, 2026 was consistent with the three and six months ended June 30, 2025.

Current wording

Other expense, net for the three and nine months ended September 30, 2026 was consistent with the three and nine months ended September 30, 2025.