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T1 Energy Inc.

For the period ended Dec 31, 2025. Filed Mar 31, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 31, 2026

TE$2.07-9.6%Stored close · as of Nov 10, 2026

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Contents

Item 8. Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

T1 Energy Inc.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of T1 Energy Inc. (the Company) as of December 31, 2025, the related consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows for the year then ended, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025, and the results of its operations and its cash flows for the year then ended, in conformity with U.S. generally accepted accounting principles.

We also have audited the adjustments to the 2024 consolidated financial statements to retrospectively present the reclassification of certain amounts related to the Company’s European businesses that had previously been classified as held for sale and were reclassified to held and used as of December 31, 2025, as described in Note 1, Assets Held for Sale and Discontinued Operations, and Note 17. In our opinion, such adjustments are appropriate and have been properly applied. We were not engaged to audit, review, or apply any procedures to the 2024 consolidated financial statements of the Company other than with respect to these adjustments and, accordingly, we do not express an opinion or any other form of assurance on the 2024 consolidated financial statements taken as a whole.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of revenue recognition for bill-and-hold arrangements

As discussed in Note 1 and Note 15 to the consolidated financial statements, the Company has total module sales to a related party of $632.2 million for the year ended December 31, 2025, of which $134.4 million is related to bill-and-hold arrangements. The Company recognizes revenue for all bill-and-hold arrangements at the point in time the customer obtains control of the modules and revenue recognition criteria for bill-and-hold arrangements have been met.

We identified the evaluation of revenue recognized under bill-and-hold arrangements as a critical audit matter. A high degree of audit effort and subjective auditor judgment was involved to evaluate the incremental bill-and-hold revenue recognition criteria was met. Specifically, the criteria assessed included (i) the arrangement was substantive; (ii) the modules were segregated and identified separately as belonging to the customer, (iii) the modules were ready for physical transfer to the customer, and (iv) the Company did not have the ability to use the modules or direct them to another customer.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design of certain internal controls related to the Company’s revenue recognition process, including a control over the assessment of the bill-and-hold revenue recognition criteria. We examined the executed customer contract by inspecting terms and conditions and examined correspondence with the customer to validate:

the arrangement was substantive

the customer directed the Company to physically segregate and identify the modules as belonging to the customer

legal title transferred to the customer once modules were segregated and ready for physical transfer

the Company did not have the ability to use the modules or direct them to another customer.

Additionally, we confirmed with third party logistics providers the existence of modules held at locations ready for physical transfer to the customer. For modules held at Company-owned facilities, we observed the modules were segregated from other Company-owned inventory.

/s/KPMG LLP

We have served as the Company’s auditor since 2025.

Austin, TX

March 31, 2026

To the Board of Directors and Stockholders of T1 Energy Inc.

Opinion on the Financial Statements

We have audited the consolidated balance sheet of T1 Energy Inc. and its subsidiaries (the “Company”) as of December 31, 2024, and the related consolidated statements of operations and comprehensive loss, of stockholders’ equity and of cash flows for the year ended December 31, 2024, including the related notes (collectively referred to as the “consolidated financial statements”), before the effects of the adjustments to retrospectively present the reclassification of certain amounts that had previously been classified as held for sale and were reclassified as held and used as of December 31, 2025 as described in Note 1 Assets Held for Sale and Discontinued Operations, and Note 17. In our opinion, the consolidated financial statements, before the effects of the adjustments to retrospectively present the reclassification of certain amounts that had previously been classified as held for sale and were reclassified as held and used as of December 31, 2025 as described in Note 1 Assets Held for Sale and Discontinued Operations, and Note 17, present fairly, in all material respects, the financial position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the year ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America (the 2024 financial statements before the effects of the adjustments discussed in Note 1 and Note 17 are not presented herein).

We were not engaged to audit, review, or apply any procedures to the adjustments to retrospectively present the reclassification of certain amounts that had previously been classified as held for sale and were reclassified as held and used as of December 31, 2025 as described in Note 1 Assets Held for Sale and Discontinued Operations, and Note 17 and accordingly, we do not express an opinion or any other form of assurance about whether such adjustments are appropriate and have been properly applied. Those adjustments were audited by other auditors.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s consolidated financial statements, before the effects of the adjustments described above, based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit of these consolidated financial statements, before the effects of the adjustments described above, in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers AS

Oslo, Norway

March 31, 2025

We served as the Company’s auditor from 2020 to 2025.

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