T1 Energy defers sales agency fees, amends preferred stock terms with Encompass

T1 Energy Inc.

Service fees to Trina Solar deferred until 30 days after receipt of 45X tax credits or Aug 15, 2026.
Second Tranche conversion price set at $1.70 or $1.90 (based on 10-day VWAP); floor of $1.05 applied.
If Second Tranche not closed by Dec 31, 2026, Encompass receives 3.5M warrants exercisable at $0.01/share.
Second Tranche condition changed from TUM2 FID to no going concern qualification in financials.
Third Amendment eliminates TUM2 definition; Second Tranche now requires mutual written agreement.

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