Encompass Capital Advisors LLC - 13 Aug 2025 Form 4 Insider Report for T1 Energy Inc. (TE)

Reporting relationship: Director, Other*
Issuer ticker: TE
Reported as of: 13 Aug 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 15 Aug 2025, 16:07:37 UTC
Prior SEC filing: 31 Dec 2024
Next SEC filing: 04 Nov 2025
Source filing: View source filing
Reporting owner signature: /s/ Encompass Capital Advisors LLC, By: /s/ Todd J. Kantor, its Managing Member

Key filing fact

Encompass Capital Advisors LLC filed Form 4 for T1 Energy Inc. (TE) on 15 Aug 2025.

Key facts

This page summarizes Encompass Capital Advisors LLC's Form 4 filing for T1 Energy Inc. (TE).
2 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 15 Aug 2025, 16:07.

Change

Previous filing in this sequence was filed on 31 Dec 2024.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (3)

CIK 0001541901 Primary reporting owner

Encompass Capital Advisors LLC

Relationship: Director, Other*
Address: 200 PARK AVENUE, 16TH FLOOR, NEW YORK
Signature: /s/ Encompass Capital Advisors LLC, By: /s/ Todd J. Kantor, its Managing Member
Signature date: 15 Aug 2025

CIK 0002021082

Kantor Todd J.

Relationship: Director, Other*
Address: 6&8 EAST COURT SQUARE, SUITE 300, NEWNAN
Signature: /s/ Todd J. Kantor
Signature date: 15 Aug 2025

CIK 0002050318

Encompass Capital Partners LLC

Relationship: Director, Other*
Address: C/O ENCOMPASS CAPITAL ADVISORS LLC, 200 PARK AVENUE, 16TH FLOOR, NEW YORK
Signature: /s/ Encompass Capital Partners LLC, By: /s/ Todd J. Kantor, its Managing Member
Signature date: 15 Aug 2025

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

TE transaction Derivative

Convertible Preferred Stock

Disposed to Issuer

Transaction value: $50,000,000
Shares: -5,000,000
Change %: -100%
Price: $10.00
Shares after: 0
Date: 13 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 20,000,000
Exercise price: $2.50
Footnotes: F1, F2

TE transaction Derivative

Convertible Preferred Stock

Award

Transaction value: $50,000,000
Shares: +5,000,000
Change %
Price: $10.00
Shares after: 5,000,000
Date: 13 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 29,411,765
Exercise price: $1.70
Footnotes: F1, F2, F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

This Form 4 is filed jointly by Todd Kantor, Encompass Capital Advisors LLC ("ECA") and Encompass Capital Partners LLC ("ECP" and, together with Mr. Kantor and ECA, collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group. Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. Further, each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein.

Footnote F2

On August 13, 2025, the Issuer and certain funds and accounts managed by ECA entered into Amendment No. 3 to the Preferred Stock Purchase Agreement, pursuant to which the conversion price of the first tranche of Series A Convertible Preferred Stock, par value $0.01 per share ("Preferred Stock") was amended from $2.50 to $1.70 per share.

Footnote F3

Each share of Preferred Stock is convertible at any time after December 23, 2025 into a number of shares of common stock of the Issuer ("Common Stock") equal to the sum of the issue price ($10.00) plus any accrued but unpaid dividends divided by the conversion price (initially $1.70). The certificate of designations of the Preferred Stock prohibits conversion to the extent that the holder would beneficially own in excess of 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion of Preferred Stock.

SEC remarks

For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons may each be deemed to be a director by deputization of the Issuer.