T1 Energy Inc 2024年度报告

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ________ to _________Commission file number 333-274434 T1 Energy Inc. (Exact name of registrant as specified in its charter) Delaware 93-3205861 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 1211 E 4th St.Austin, Texas 78702(409) 599-5706(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices) Securities registered pursuant to Section 12(b) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesNo Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports); and (2) has been subject to such filing requirements for the past 90 days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).YesNo As of June 30, 2024, the last business day of the Registrant’s most recently completed second quarter, the aggregate market valueof the voting and non-voting common stock held by non-affiliates, computed by reference to the closing price of $1.70 reported onthe New York Stock Exchange, was approximately $196 million. For the purposes of this calculation, shares of common stockbeneficially owned by each executive officer, director, and holder of more than 10% of our common stock have been excluded inthat such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determinationfor other purposes. As of March 27, 2025, 155,938,092 shares of the registrant’s common stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCEThe information required by Part II and Part III of this Report, to the extent not set forth herein, is incorporated herein by reference from the registrant’s definitive proxy statement relating to the annual meeting of stockholders to be held in 2025, which definitiveproxy statement shall be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to whichthis Report relates. T1 Energy Inc. TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements within the meaning ofSection 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that involvesubstantial risks and uncertainties. All statements included in this Annual Report on Form 10-K, otherthan statements of historical fact, are forward-looking statements. This includes, but is not limited to,statements regarding our or our management’s expectations, hopes,