Encompass Capital Advisors LLC - 31 Oct 2025 Form 4 Insider Report for T1 Energy Inc. (TE)

Reporting relationship: Director, Other*, 10%+ Owner
Issuer ticker: TE
Reported as of: 31 Oct 2025
Net transaction value: +$16,000,000
SEC form: 4
Accepted by SEC: 04 Nov 2025, 16:41:56 UTC
Prior SEC filing: 15 Aug 2025
Next SEC filing: 02 Feb 2026
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 04 Nov 2025.

Key facts

This page summarizes Encompass Capital Advisors LLC's Form 4 filing for T1 Energy Inc. (TE).
4 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 04 Nov 2025, 16:41.

Change

Previous filing in this sequence was filed on 15 Aug 2025.
Current net transaction value: +$16,000,000.

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*, 10%+ Owner
Address: 200 PARK AVENUE, 16TH FLOOR, NEW YORK
Signature: /s/ Encompass Capital Advisors LLC, By: /s/ Todd J. Kantor, its Managing Member
Signature date: 04 Nov 2025

CIK 0002021082

Kantor Todd J.

Relationship: Director, Other*, 10%+ Owner
Address: 6&8 EAST COURT SQUARE, NEWNAN
Signature: /s/ Todd J. Kantor
Signature date: 04 Nov 2025

CIK 0002050318

Encompass Capital Partners LLC

Relationship: Director, Other*, 10%+ Owner
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: 04 Nov 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

TE transaction

Common Stock

Award

Transaction value
Shares: +21,504,901
Change %: +160%
Price
Shares after: 34,968,169
Date: 31 Oct 2025
Ownership: Direct
Footnotes: F1, F2

Reported derivative securities

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

TE transaction Derivative

Series A Convertible Preferred Stock

Disposed to Issuer

Transaction value: $50,000,000
Shares: -5,000,000
Change %: -100%
Price: $10.00
Shares after: 0
Date: 31 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 0
Exercise price: $1.70
Footnotes: F1, F2

TE transaction Derivative

Series B Convertible Preferred Stock

Award

Transaction value: $16,000,000
Shares: +1,600,000
Change %
Price: $10.00
Shares after: 1,600,000
Date: 31 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 9,411,764
Exercise price: $1.70
Footnotes: F1, F2, F3

TE transaction Derivative

Series B-1 Convertible Preferred Stock

Award

Transaction value: $50,000,000
Shares: +5,000,000
Change %
Price: $10.00
Shares after: 5,000,000
Date: 31 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 29,411,764
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 October 31, 2025, the Issuer entered into an Amended and Restated Stock Purchase Agreement (the "SPA") with the purchasers party thereto. Pursuant to the SPA, in partial consideration for the redemption and cancellation of all then-issued and outstanding Series A Convertible Preferred Stock, the purchasers received (i) 21,504,901 shares of the Issuer's common stock (the "Common Stock") and (ii) 1,600,000 shares of the Company's Series B Convertible Non-Voting Preferred Stock (the "Series B Preferred Stock"). The purchasers also purchased 5,000,000 shares of the Issuer's Series B-1 Convertible Non-Voting Preferred Stock (the "Series B-1 Preferred Stock" and together with the Series B Preferred Stock, the "Preferred Stock"), at a price of $10.00 per share. The SPA amends and restates the Preferred Stock Purchase Agreement by and between the Company and the purchasers thereto, dated as of November 6, 2024 (as amended).

Footnote F3

Each share of Preferred Stock is convertible at any time into a number of shares of 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) as set forth in the applicable certificate of designations. The certificate of designations for each 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 such 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.