T1 Energy Inc. Files 8-K on Agreement Changes

TL;DR

T1 Energy (formerly FREYR Battery) filed an 8-K on Dec 30th about material agreement changes on Dec 29th.

AI Summary

T1 Energy Inc. filed an 8-K on December 30, 2025, reporting on events occurring on December 29, 2025. The filing indicates the entry into and termination of material definitive agreements, along with other events and financial statements. T1 Energy Inc. was formerly known as FREYR Battery, Inc. /DE/ until September 1, 2023.

Why It Matters

This 8-K filing signals significant corporate actions by T1 Energy Inc., potentially impacting its business relationships, financial standing, and strategic direction.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements, which can carry significant financial and operational risks.

Key Players & Entities

• T1 Energy Inc. (company) — Registrant
• FREYR Battery, Inc. /DE/ (company) — Former company name
• December 29, 2025 (date) — Date of earliest event reported
• December 30, 2025 (date) — Filing date

FAQ

Key Financial Figures

• $0.01 — h registered Common Stock, par value $0.01 per share TE The New York Stock Exc
• $11.50 — of Common Stock at an exercise price of $11.50 TE WS The New York Stock Exchange
• $150.0 million — "Trademark License Agreement"); and a $150.0 million senior unsecured note due 2029 issued b
• $220.0 million — to TUS a production reservation fee of $220.0 million (the "Production Reservation Fee") and
• $155.0 million — harged and terminated in full, and (ii) $155.0 million of the Production Reservation Fee was s
• $65.0 million — Reservation Fee was satisfied, leaving $65.0 million of the Production Reservation Fee remai
• $274.0 million — the Company (i) made a cash payment of $274.0 million to Trina and TUS and (ii) will issue 3,
• $34.0 million — agreed to waive, discharge and release $34.0 million of Service Fees (as defined under the S

Filing Documents

• ea0271222-8k_t1energy.htm (8-K) — 50KB
• ea027122201ex10-1_t1energy.htm (EX-10.1) — 89KB
• ea027122201ex10-2_t1energy.htm (EX-10.2) — 22KB
• ea027122201ex10-3_t1energy.htm (EX-10.3) — 41KB
• ea027122201ex10-4_t1energy.htm (EX-10.4) — 75KB
• ea027122201ex99-1_t1energy.htm (EX-99.1) — 19KB
• ex99-1_001.jpg (GRAPHIC) — 1KB
• 0001213900-25-126306.txt ( ) — 562KB
• te-20251229.xsd (EX-101.SCH) — 4KB
• te-20251229_def.xml (EX-101.DEF) — 26KB
• te-20251229_lab.xml (EX-101.LAB) — 36KB
• te-20251229_pre.xml (EX-101.PRE) — 25KB
• ea0271222-8k_t1energy_htm.xml (XML) — 5KB

02 Termination of a Material Definitive

Item 1.02 Termination of a Material Definitive Agreement The information set forth under the heading "Payoff Letter and Sales Agency Waiver" in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.

01 Other Events

Item 8.01 Other Events Amended and Restated Consultancy Agreement MingXing Lin, has been serving as the Chief Strategy Officer of the Company since December 2024. On December 29, 2025, the Consultancy Agreement was amended and restated to change his title to "Consultant" and to make certain other changes clarifying his responsibilities as Consultant to the Company. 2 Payoff Letter and Sales Agency Waiver Pursuant to the Transaction Agreement, (i) the Company and G1 are obligated to pay to TUS a production reservation fee of $220.0 million (the "Production Reservation Fee") and (ii) at Closing, the Company issued to Trina the Loan Note. On December 29, 2025, the Company, Trina and TUS entered into a payoff letter (the "Payoff Letter"), pursuant to which, among other things, (i) all obligations of the Company under the Loan Note were satisfied, discharged and terminated in full, and (ii) $155.0 million of the Production Reservation Fee was satisfied, leaving $65.0 million of the Production Reservation Fee remaining outstanding as an obligation of the Company and G1. In consideration for the satisfaction, discharge and termination of the Loan Note in full and the partial discharge of the Production Reservation Fee, the Company (i) made a cash payment of $274.0 million to Trina and TUS and (ii) will issue 3,000,000 shares of its Common Stock to Trina on or around the date hereof. On December 29, 2025, TUS and G1 also entered into a waiver agreement with respect to the Sales Agency Agreement, where TUS agreed to waive, discharge and release $34.0 million of Service Fees (as defined under the Sales Agency Agreement) payable by G1 with respect to the 2025 calendar year. Press Release On December 30, 2025, the Company issued a press release regarding the completion of a series of transactions intended to complete the FEOC Restructuring. 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

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Amended and Restated Cooperation Agreement 10.2+ IP Letter Agreement 10.3 First Amendment to IP License Agreement 10.4 Non-IP Commercial Agreements Letter Agreement 99.1 Press Release 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). + Portions of this exhibit have been omitted in accordance with

(a)(5) of Regulation S-K

Item 601(a)(5) of Regulation S-K. 3

SIGNATURES

SIGNATURES 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. Date: December 30, 2025 By: /s/ Joseph Evan Calio Name: Joseph Evan Calio Title: Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR