Management Change/Compensation (Form 8-K)

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 4, 2025, Jaime Eduardo Gualy, entered into an employment offer letter (the "Offer Letter") with T1 Energy Holding Inc., a wholly owned subsidiary of T1 Energy Inc., a Delaware corporation (the "Company") in connection with Mr. Gualy's prior position as the Company's Executive Vice President of Corporate Development since January 2025.

On August 31, 2025, in connection with Mr. Gualy's appointment as Chief Operating Officer ("COO") of the Company, effective August 15, 2025, pursuant to which he assumed his new role as the Company's COO, Mr. Gualy and T1 Energy Holding Inc. entered into an amendment of the Offer Letter (the "Amendment to the Offer Letter").

Pursuant to the Amendment to the Offer Letter, Mr. Gualy will receive an annual base salary of $500,000. In addition to the award of restricted stock units ("RSUs") with respect to 275,000 shares of the Company's Common Stock granted to Mr. Gualy pursuant to the Offer Letter, subject to the approval of the Company's board of directors, Mr. Gualy will be granted an one-time award of RSUs with respect to 100,000 shares of the Company's Common Stock (the "Sign-On RSU Grant") and be eligible to receive annual equity awards in accordance with the Company's 2021 Equity Incentive Plan (as may be amended or amended and restated from time to time or such other equity plan then in effect, the "Equity Plan"). The Sign-On RSU Grant shall vest in substantially equal tranches on each of the first three anniversaries of the grant date, subject to Mr. Gualy's continued active employment with T1 Energy Holding Inc. on the applicable vesting date.

If Mr. Gualy's employment is terminated 12 months following a Change in Control (as defined in the Equity Plan), he will be eligible to receive severance under the terms of the Offer Letter, and any and all then unvested RSUs granted under the Sign-On RSU Grant will automatically be vested upon his termination of employment.

The foregoing description of the Amendment to the Offer Letter is qualified in its entirety by reference to the full text of the Amendment to the Offer Letter, which is attached hereto as Exhibit 10.1, and incorporated herein by reference.