First Solar (FSLR) 10-K risk factor changes: FY2024 vs FY2023

- Several of our key raw materials and components, in particular [removed: CdTe] [added: CdTe, tellurium, products containing tellurium,] and substrate glass, and manufacturing equipment are either single-sourced or sourced from a limited number of suppliers, and their failure to perform could cause manufacturing delays, especially as we expand or seek to expand our business, and/or impair our ability to deliver solar modules to customers in the required quality and quantities and at a price that is profitable to us.

- We [added: have received and] expect [added: to continue to receive] certain financial benefits as a result of tax incentives provided by the Inflation Reduction Act of 2022.

If these [removed: expected] financial benefits vary significantly from our assumptions, our business, financial condition, and results of operations could be adversely affected.

For example, we estimate that in [removed: 2023] [added: 2024] approximately [removed: 305] [added: 270] GW of capacity was added by solar module manufacturers, primarily in China.

Although module average selling prices in many global markets [removed: have generally declined for several years, near-term] [added: continue to decline, recent] module pricing in the United States, our primary market, [removed: remains strong primarily due] [added: has been relatively stable due, in part,] to the [removed: rising] demand for domestically manufactured modules as a result of the IRA.

The modification, reduction, elimination, or expiration of government subsidies, economic incentives, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw [removed: materials,] [added: materials or equipment,] could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.

Although we believe that solar energy will experience widespread adoption in those applications where it competes economically with traditional forms of energy without any [removed: support] [added: incentive] programs, in certain markets our net sales and profits remain subject to variability based on the availability and size of government subsidies and economic incentives.

Federal, state, and local governmental bodies in many countries have provided subsidies in the form of [removed: feed-in-tariff structures, rebates, tax incentives, and other incentives to end users, distributors, system integrators,]

Many of these [removed: support] [added: incentive] programs expire, phase down over time, require renewal by the applicable authority, or may be amended.

A summary of certain recent developments in the major government [removed: support] [added: incentive] programs that may impact our business appears under Item 1.

“Business – [removed: Support] [added: Incentive] Programs.” To the extent these [removed: support] [added: incentive] programs are reduced earlier than previously expected, are changed retroactively, or are not renewed, such changes could negatively impact demand and/or price levels for our solar modules, lead to a reduction in our net sales, and adversely impact our operating results.

Current regulatory policies, or any future changes or threatened changes to such policies, [added: including those changes as a result of the new presidential administration and control of the U.S. Congress,] may subject us to significant risks, including the following:

In February 2022, the [added: previous] U.S. President proclaimed a four-year extension of a global safeguard measure imposed pursuant to Section 201 of the Trade Act of 1974 that provides for tariffs on imported crystalline silicon solar modules and a tariff-rate quota on imported crystalline silicon solar cells.

- *United States — Antidumping and [removed: countervailing duties] [added: Countervailing Duties] on [removed: certain imported crystalline silicon] [added: Certain Imported Crystalline Silicon] PV [removed: cells] [added: Cells] and [removed: modules.*] [added: Modules.*] The United States currently imposes antidumping and countervailing duties [removed: (“AD/CVD”)] [added: (“AD/CVDs”)] on certain imported crystalline silicon PV cells and modules from China and Taiwan.

[removed: Such AD/CVD can] change over time pursuant to annual [added: administrative] reviews conducted by the U.S. Department of Commerce (“USDOC”), [added: and a decline in duty rates or USDOC failure to fully enforce U.S. AD/CVD laws could have an adverse impact on our operating results.]

In August 2023, the USDOC issued final affirmative circumvention rulings, finding that solar [removed: panels] [added: modules] completed in Cambodia, Malaysia, Thailand, and Vietnam using parts and components produced in China circumvent the pre-existing AD/CVD orders on China.

Such duties [removed: are set to] apply to circumventing imports on or after June [removed: 7,] [added: 6,] 2024, as well as any circumventing imports prior to that date [removed: in violation of certain requirements, including] that [removed: they be imported, used, and] [added: were not used or] installed [removed: by certain dates in] [added: on or before December 3,] 2024.

[removed: *•United] [added: - *United] States — Antidumping and [removed: countervailing duties] [added: Countervailing Duties] on [removed: certain imported aluminum extrusions.*] [added: Certain Imported Aluminum Extrusions.*] In October 2023, a coalition of U.S. aluminum extruders and a labor union filed AD/CVD petitions with the USDOC [added: and the U.S. International Trade Commission (“USITC”)] related to aluminum extrusions from 15 countries.

[removed: First Solar imports] [added: We import] certain items that [removed: appear to be] [added: are] within the scope of the investigations.

- *United States — [added: Additional] Tariffs on [removed: certain] [added: Certain] Chinese [removed: imports*.][added: Imports*.]

The United States currently imposes tariffs on various articles imported from [removed: China at a rate of 25%,] [added: China,] including [added: tariffs of 50% on] crystalline silicon solar cells and [added: tariffs of 25% on] modules, based on an investigation under Section 301 of the Trade Act of 1974.

- *United States — Tariffs on [removed: certain foreign-imported aluminum] [added: Certain Foreign-imported Aluminum] and [removed: steel.*] [added: Steel.*] The United States currently imposes tariffs [added: of 25%] on [removed: certain] imported aluminum and steel articles [removed: from certain foreign jurisdictions, generally at rates of 10% and 25%, respectively,] under Section 232 of the Trade Expansion Act of 1962.

- *India — Domestic and [removed: foreign imports.*] [added: Foreign Imports.*] The Approved List of [removed: Module] [added: Models and] Manufacturers [removed: (“ALMM”), which is set by the MNRE,] [added: (“ALMM”)] was introduced in 2021 as a non-tariff barrier to incentivize domestic manufacturing of PV [removed: modules.][added: modules by approving the list of models and manufacturers who can participate in certain solar development projects.]

Our operating results could be adversely impacted if [removed: such suspension is extended in future periods or if] the ALMM [removed: restriction is] [added: requirements are] significantly relaxed to allow [removed: modules] [added: modules, solar cells, or certain other key module components] to be imported from [removed: countries that are part of the Association of Southeast Asian Nations.][added: other countries.]

[removed: In May 2023,] [added: Also in April 2024,] the ALMM was amended to include [removed: a new] [added: specific] minimum [removed: module] [added: conversion] efficiency [removed: threshold of 19%] [added: thresholds] for [removed: most applications] [added: CdTe solar technologies starting at 18% for solar lighting, 18.5% for rooftop applications,] and [removed: 20%] [added: 19%] for utility-scale applications.

In connection with such [added: April 2022] tariffs, the Indian government [removed: has] also implemented a regulation mandating that any solar project with federal utility, state utility, or commercial and industrial off-takers that interconnects through government owned transmission lines only use solar modules from manufacturers included in the ALMM, and a requirement that all federal procurement of solar modules be only from cells and modules produced domestically.

These [added: contract terminations or] amendments may reduce the volume of modules to be sold under the contract, adjust delivery schedules, [removed: or] [added: and/or] otherwise decrease the expected revenue under these [removed: contracts.][added: contracts and could significantly reduce our net sales and negatively impact our results of operations.]

[removed: We may also mitigate this risk by requiring] [added: Additionally, although we require] some form of payment security from our customers, such as cash deposits, parent guarantees, bank guarantees, surety bonds, or commercial letters of [removed: credit.][added: credit, in the event the providers of such payment security fail to perform their obligations, our operating results could be adversely impacted.]

For additional information, see the Risk Factor entitled, “The modification, reduction, elimination, or expiration of government subsidies, economic incentives, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw [removed: materials,] [added: materials or equipment,] could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.” In addition, we believe that a significant percentage of our customers install systems as an investment, funding the initial capital expenditure through a combination of equity and debt.

We may be unable to execute [removed: on] our long-term strategic plans, which could have a material adverse effect on our business, financial condition, or results of operations.

- adverse public policies in countries we operate in and/or are pursuing, including local content requirements, the imposition of trade remedies, the removal of trade barriers, [added: the imposition of tariffs,] or capital investment requirements;

- difficulty in timely identifying, attracting, training, and retaining qualified sales, technical, and other [removed: talent in geographies targeted for expansion;][added: talent;]

Refer also to the Risk Factors entitled, “Our substantial international operations subject us to a number of risks, including unfavorable political, regulatory, labor, and tax conditions in the United States and/or foreign countries,” “The modification, reduction, elimination, or expiration of government subsidies, economic incentives, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw [removed: materials,] [added: materials or equipment,] could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results,” and “We may be unable to generate sufficient cash flows or have access to the sources of external financing necessary to fund planned capital investments in manufacturing capacity and product development.”

[removed: Such] technology can improve the overall energy production of a module relative to nameplate efficiency when applied in certain applications, which could potentially lower the overall LCOE of a system when compared to systems using conventional solar modules, including the modules we currently produce.

Additionally, certain module manufacturers have introduced n-type mono-crystalline modules, such as tunnel oxide passivated contact [added: (“TOPCon”)] modules, which are expected to provide certain improvements to module efficiency, temperature coefficient, and bifacial performance, and claim to provide certain degradation advantages compared to other mono-crystalline modules.

If any of the [added: other] assumptions used in estimating our module warranties prove incorrect, we [removed: could] [added: may also] be required to accrue additional expenses, which could adversely impact our financial position, operating results, and cash flows.

Although we have taken significant precautions to avoid [removed: a] [added: future] manufacturing [removed: excursion] [added: issues] from occurring, any manufacturing [removed: excursions,] [added: issues,] including any [added: additional] commitments made by us to take remediation actions in respect of affected modules beyond the stated remedies in our warranties, could [added: also] adversely impact our reputation, financial position, operating results, and cash flows.

For example, our solar modules could suffer various failures, including breakage, delamination, corrosion, or performance degradation in excess of expectations, and our manufacturing operations or supply chain could be subject to [removed: materials] [added: material] or process variations that could cause affected modules to fail or underperform compared to our expectations.

These risks could be amplified as we implement design and process changes in connection with our efforts to improve our products and [removed: accelerate] module wattage as part of our long-term strategic plans.

In addition, if we increase the number of installations in extreme climates, we may experience increased [added: failure rates due to deployment into such field conditions.]

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feed-in-tariff structures, rebates, tax incentives, and other incentives to end users, distributors, system integrators, and manufacturers of PV solar products.

Such AD/CVDs can

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The USDOC issued preliminary and final antidumping determinations in May and September 2024, respectively, both of which found that our Malaysian supplier of aluminum extrusions was not dumping.

The USITC issued a negative preliminary determination on the Dominican Republic in November 2023 and negative final determinations on the remaining 14 countries in October 2024, terminating the investigations with no application of AD/CVD.

The Petitioners appealed the USITC’s negative determinations.

Our operating results could be adversely impacted if pending litigation challenges result in a modification of the rulings.

- *United States — Antidumping and Countervailing Duties on Certain Traded Solar Products.* In April 2024, the American Alliance for Solar Manufacturing Trade Committee, which includes First Solar, filed a set of AD/CVD petitions with the USDOC and the USITC to impose duties on certain unfairly traded solar products from Cambodia, Malaysia, Thailand, and Vietnam.

The investigations could potentially lead to the imposition of AD/CVD orders on such solar products.

In June 2024, the USITC issued affirmative preliminary determinations.

In October 2024, the USDOC announced preliminary affirmative determinations in the CVD investigations, finding that silicon solar cells and panels from Cambodia, Malaysia, Thailand, and Vietnam are unfairly subsidized at rates ranging from de minimis to nearly 300%, depending on the particular foreign producer.

The USDOC has imposed provisional CVDs accordingly.

In November 2024, the USDOC announced preliminary affirmative determinations in the AD investigations, providing for certain preliminary dumping rates applicable to solar cells from Cambodia, Malaysia, Thailand, and Vietnam ranging from de minimis to approximately 270%, depending on the particular foreign producer.

The USDOC is expected to announce final determinations in June 2025.

In February 2025, the U.S. President announced an additional 10% tariff on all imports from China, which is related to the national security threat posed by China’s trade in fentanyl and other illegal narcotics.

This 10% tariff applies in addition to the 25% tariffs under Section 301 and ordinary customs duties and AD/CVDs.

Our operating results could be adversely impacted if these tariffs were to be terminated or reduced.

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The ALMM is approved by the MNRE, and any modifications to the ALMM and its application may affect future investments in solar module manufacturing in India.

In April 2024, the government of India reimposed the ALMM, thereby requiring solar project developers to procure qualifying modules from companies on the list, which includes our Indian manufacturing facility.

In December 2024, the ALMM was amended to require nearly all solar development projects to use PV modules that contain domestically manufactured solar cells, which is expected to be effective for such projects completed on or after June 2026.

However, in February 2025, the Indian government began imposing import duty tariffs of 20% each on solar modules and cells and levied additional tax on certain commercial agricultural production, which tax included of 20% on solar modules and 7.5% on solar cells.

Therefore, the aggregate impact on the import of solar modules and cells is 40% and 27.5%, respectively.

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Such

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We have identified manufacturing issues affecting certain Series 7 modules manufactured in 2023 and 2024 that may cause the modules to experience premature power loss once installed in the field.

We currently believe the primary causes of the issues have been identified and we have taken actions to address such issues.

The ultimate loss we will incur for these manufacturing issues will depend on the extent of the premature power loss that is experienced in relation to the obligations under our limited product warranties, as well as any additional commitments we may make to remediate the affected modules.

Based on currently available information and certain assumptions and estimates, we believe a reasonable estimate of the aggregate losses related to these manufacturing issues will range from approximately $56 million to $100 million.

At this time, no individual amount within that

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range is a better estimate than any other amount.

Accordingly, we increased our product warranty liability by the low end of the range.

The estimated range set forth above was based on our evaluation of the currently available information, including select samples of module performance data from several locations, the estimated number of affected modules, and projections of probable costs to remediate the issues.

If any of our estimates or assumptions related to the above referenced manufacturing issues are not accurate, we may be required to accrue additional expenses, which could adversely impact our reputation, financial position, operating results, and cash flows.

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and manufacturers of PV solar products.

Moreover, the extension measure does not apply tariffs to imports of bifacial modules.

and a decline in duty rates or USDOC failure to fully enforce U.S. AD/CVD laws could have an adverse impact on our operating results.

The USDOC has initiated investigations based on the petitions.

Our operating results could be adversely impacted if the USDOC imposes duties on such imports.

In May 2022, the Office of the United States Trade Representative initiated a statutory four-year review of those tariff actions, which could result in the termination or modification of the tariffs.

The review remains pending, and we cannot predict its outcome.

Our operating results could be adversely impacted if the review results in a termination or reduction in tariffs on crystalline silicon solar cells and modules from China.

Only PV modules and module manufacturers listed on the ALMM can be used for certain solar projects in India, including government projects or government-assisted projects.

In March 2023, the government of India temporarily suspended the ALMM, thereby exempting solar project developers from procuring modules from companies included in the ALMM.

Our ability to sell modules in the Indian market depends on the inclusion of our modules on the ALMM, and we currently expect that we will be included in the ALMM.

However, our modules may be initially precluded from utility-scale applications in India until we achieve the minimum module efficiency mentioned above.

- *European Union — Foreign subsidies*.

In January 2023, the EU adopted the Foreign Subsidies Regulation (“FSR”), which was established to provide the European Commission with authority to investigate financial contributions granted by foreign governments to businesses operating within the EU.

In July 2023, the FSR became effective, and the European Commission issued application guidance.

It is not currently clear whether, and to what extent, the FSR could impact our business, financial condition, or results of operations.

Although we believe that we can mitigate this risk, in part, by reallocating modules to other customers if the need arises, we may be unable, in whole or in part, to do so on similar terms or at all.

However, in the event the providers of such payment security fail to perform their obligations, our operating results could be adversely impacted.

As an alternative form of our standard limited module power output warranty, we have also offered an aggregated or system-level limited module performance warranty.

This system-level limited module performance warranty is designed for utility-scale systems and provides 25-year system-level energy degradation protection.

This warranty represents a practical expedient to address the challenge of identifying, from the potential millions of modules installed in a utility-scale system, individual modules that may be performing below warranty thresholds by focusing on the aggregate energy generated by the system rather than the power output of individual modules.

The system-level limited module performance warranty is typically calculated as a percentage of a system’s expected energy production, adjusted for certain actual site conditions, with the warranted level of performance declining each year in a linear fashion, but never falling below 80% during the term of the warranty.

As a result of these warranty programs, we bear the risk of product warranty claims long after we have sold our solar modules and recognized net sales.

failure rates due to deployment into such field conditions.

For example, we expect to complete our lead line implementation of the copper replacement (“CuRe”) program in the fourth quarter of 2024.

materials; the cost of freight from the solar module installation sites to a recycling center; material, labor, and capital costs; by-product credits for certain materials recovered during the recycling process; the estimated useful lives of modules covered by the program; and the number of modules expected to be recycled.

On May 12, 2023, the U.S. Treasury Department and the IRS issued initial guidance in the form of an IRS notice providing initial guidance on the domestic content bonus credit under Sections 45, 48, 45Y, and 48E of the IRC.

No further guidance or regulation has been issued on the domestic content bonus credit.

module, (ii) the determination of the credit amounts based on standard test conditions, and (iii) the definition of a Section 45X manufacturing facility.

The temporary or proposed regulations under Sections 45X, 6417, and 6418 of the IRC have not been finalized.

There are currently several critical and complex aspects of the IRA pending further technical guidance and final regulations from the IRS and the U.S. Treasury Department, including, but not limited to, the following:

- *Total credit under Section 45X.* The final regulations are expected to confirm that a vertically-integrated solar module manufacturer is entitled to the sum of the credit amounts for each eligible component that is integrated into the solar module, including the credit amounts for the PV wafer, cell, and module, provided such components are produced in the United States.

This clarification may impact to what extent we qualify for a credit of approximately 17 cents per watt based on the current form factor of our modules.

*•Standardization of per-watt measurements.* The final regulations are expected to confirm and/or clarify the method by which wattage is calculated to determine the applicable credit amounts for PV cells and modules.

Our current evaluation of the benefits available to us is based on the use of industry-wide standard test conditions to determine the nameplate capacity of PV cells and modules.

The final regulations are expected to create meaningful consistency for credit calculation by standardizing the process for determining solar module nameplate capacity.

These clarifications may impact the extent of the credit available to us for eligible PV cells and modules.

- *Direct payment and transfer elections.* The final regulations are expected to clarify whether a taxpayer’s direct payment election with respect to the Section 45X credit applies only to a single 5-year period or whether the taxpayer is entitled to make a second direct payment election for a subsequent 5-year period during the 10-year credit period.

This clarification will impact whether we can monetize the credit in the form of cash payments directly from the government throughout the 10-year credit period, or whether we would be required to monetize the credit through a sale to another taxpayer or taxpayers after a single 5-year period for the direct payment.

The final regulations are also expected to clarify the definition of a Section 45X manufacturing facility and whether the taxpayer is entitled to make the direct payment election on a facility-by-facility basis, especially with respect to new manufacturing facilities that commence production after the taxpayer has made the initial direct payment election.

This discussion and analysis does not address certain items in respect of the year ended December 31, [removed: 2021.][added: 2022.]

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, [removed: 2022] [added: 2023] for comparative discussions of our results of operations and liquidity and capital resources for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

Certain of our financial results and other key operational developments for the year ended December 31, [removed: 2023] [added: 2024] include the following:

- Net sales for [removed: 2023] [added: 2024] increased by 27% to [removed: $3.3] [added: $4.2] billion compared to [removed: $2.6] [added: $3.3] billion in [removed: 2022.][added: 2023.]

- During [removed: 2023,] [added: 2024,] we commenced production of Series 7 modules at our [removed: third manufacturing facility in Ohio and our] first manufacturing facility in [removed: India,] [added: Alabama,] bringing our total installed nameplate production capacity across all our facilities to approximately [removed: 16.6] [added: 21] GW.

During [removed: 2023,] [added: 2024,] we produced [removed: 12.1] [added: 15.5] GW and sold [removed: 11.4] [added: 14.1] GW of solar modules.

During [removed: 2024,] [added: 2025,] we expect to produce between [removed: 15.6] [added: 18] GW and [removed: 16.0] [added: 19] GW and sell between [removed: 15.6] [added: 18] GW and [removed: 16.3] [added: 20] GW.

See Note [removed: 13.][added: 9.]

[removed: -] In December 2023, we entered into [removed: an agreement] [added: two agreements] with [removed: Fiserv, Inc. (“Fiserv”)] [added: Fiserv] for the sale of $687.2 million of Section 45X tax credits we generated during [removed: 2023] [added: 2023,] for aggregate cash proceeds of $659.7 million.

We received initial cash proceeds of [removed: $336.0] [added: $616.0] million in [removed: January] [added: December] 2024 and expect to receive the remaining cash proceeds during the first [removed: half] [added: quarter] of [removed: 2024.][added: 2025.]

Solar energy is one of the fastest growing forms of renewable energy with numerous [added: benefits, including] economic and [removed: environmental benefits] [added: speed of deployment,] that make it an attractive complement to [removed: and/or] [added: or] substitute for traditional forms of energy generation.

Other technological developments in the [added: renewable energy] industry, such as the advancement of energy storage capabilities, have further enhanced the prospects of solar energy as an alternative to traditional forms of energy generation.

[removed: Recently enacted government support] [added: Government incentive] programs, such as the IRA discussed previously, have contributed [removed: and are expected] to [removed: continue to contribute to] this momentum by providing solar module manufacturers, project developers, and project owners with various incentives to accelerate the [removed: ongoing transition to clean energy.][added: deployment of solar power generation.]

For more information about these [removed: support] [added: incentive] programs, see Item 1.

“Business [removed: - Support] [added: – Incentive] Programs.”

*Supply and [removed: demand.*] [added: Demand.*] As a result of the market opportunities [removed: and increased demand] described above, we [added: recently commenced production of Series 7 modules at our first manufacturing facility in Alabama and] are in the process of expanding our manufacturing [removed: capacity by approximately 8 GW,] [added: capacity,] including the construction of our [removed: fourth manufacturing facility in the United States, which is expected to commence operations in the second half of 2024; our] fifth [added: U.S.] manufacturing [removed: facility in the United States,] [added: facility,] which is expected to commence operations in [removed: late 2025; and] the [removed: expansion of our manufacturing footprint at our existing facilities in Ohio, which is expected to be completed in the first] [added: second] half of [removed: 2024.][added: 2025.]

[added: We] believe manufacturers of solar cells and modules, particularly those in China, have significant installed production capacity, relative to global demand, and the ability for additional capacity expansion.

[removed: In light of such market realities, we] [added: We also] continue to focus on our strategies and points of differentiation, which include our advanced module technology, our manufacturing process and distributed manufacturing presence, our R&D capabilities, [removed: the sustainability advantage of] our [removed: modules,] [added: commitment to responsible solar,] and our financial stability.

As a result of [removed: this focus,] [added: various market opportunities and increased demand for our products,] we [removed: recently] commenced production of Series 7 modules at our third manufacturing facility in Ohio and our first manufacturing facility in [removed: India.][added: India during 2023 and at our first manufacturing facility in Alabama during 2024.]

This competition may result in an environment in which pricing falls rapidly, which could potentially increase demand for solar energy solutions but constrain the ability for [removed: project developers and] module manufacturers [added: and project developers] to sustain meaningful and consistent profitability.

Although module average selling prices in many global markets [removed: have generally declined for several years, near-term] [added: continue to decline, recent] module pricing in the United States, our primary market, [removed: remains strong primarily due] [added: has been relatively stable due, in part,] to the [removed: rising] demand for domestically manufactured modules as a result of the IRA.

Bifaciality compromises nameplate efficiency, but by converting both front and rear side irradiance, such technology may improve the overall energy production of a module relative to nameplate efficiency when applied in certain applications, which could [removed: potentially] lower the overall LCOE of a system when compared to systems using monofacial solar modules.

We recently began commercial production of bifacial solar modules at certain of our manufacturing facilities [removed: in Ohio.][added: and delivered our first bifacial modules to customers.]

As a [removed: result of these performance improvements,] [added: result,] our [removed: PV] solar modules [removed: are expected to] [added: can] produce more [added: annual] energy in [removed: real world] [added: real-world] operating conditions [removed: over their estimated useful lives] than [added: conventional] crystalline silicon modules with the same [added: nameplate capacity.]

In [removed: September 2023 and January] [added: May] 2024, we [removed: established] [added: achieved a] new world record CdTe research cell conversion [removed: efficiencies] [added: efficiency] of [removed: 22.4% and 22.6%, respectively,] [added: 23.1%,] which [removed: were] [added: was] based on our CuRe program and certified by the U.S. Department of Energy’s National Renewable Energy Laboratory.

Our [removed: recent] acquisition of Evolar is expected to accelerate the development of high efficiency multi-junction devices by integrating Evolar’s [removed: know-how] [added: expertise] with First Solar’s existing R&D capabilities.

[removed: This] [added: *Product Efficiencies.* The efficiencies gained from the vertical integration of our manufacturing model and our] cost [removed: competitiveness allows] [added: management initiatives allow] us to compete favorably in markets where pricing for modules and systems is highly competitive.

Our cost competitiveness is based in large part on our advanced thin film semiconductor technology, module [removed: wattage (or conversion efficiency),] [added: wattage,] proprietary manufacturing process (which enables us to produce a CdTe module in a matter of hours using a continuous and highly automated industrial manufacturing process, as opposed to a batch process), and [removed: our] focus on operational excellence.

[removed: As a result, our solar modules can produce more annual energy in real] world operating conditions [added: over their estimated useful lives] than [removed: conventional] crystalline silicon modules with the same nameplate capacity.

“Business – Business Strategy.” Additionally, we warrant that our solar modules will produce at least 98% of their labeled power output rating during the first year, with the warranty coverage reducing by a degradation factor [added: that is generally] between 0.3% and 0.5%, depending on the module series, every year thereafter throughout the limited power output warranty period of up to 30 years.

[removed: We] [added: Accordingly, we] continue to focus on enhancing the competitiveness of our solar modules through our module technology and cost reduction roadmaps.

In addressing electricity demands, we are focused on providing utility-scale module offerings in key geographic markets that we believe have a significant need for mass-scale PV solar electricity, including markets throughout the United [removed: States, India,] [added: States] and [removed: Europe.][added: India.]

When deployed in utility-scale applications, our modules provide energy at a lower LCOE compared [added: to traditional forms of energy generation, making them an attractive alternative to or replacement for aging fossil fuel-based]

For example, many governments have proposed or enacted policies or [removed: support] [added: incentive] programs intended to encourage renewable energy investments to achieve decarbonization objectives and/or establish greater energy independence.

While we compete in markets that do not require solar-specific government subsidies or [removed: support] [added: incentive] programs, our net sales and profits remain subject to variability based on the availability and size of government subsidies and economic incentives.

Recent developments to government [removed: support] [added: incentive] programs include the following:

- *United States.* In August 2022, the [added: previous] U.S. President signed the IRA into law, which [removed: is] [added: was] intended to accelerate the country’s [removed: ongoing transition to clean energy.][added: energy transition.]

Accordingly, the demand for these solar modules is expected to increase domestic manufacturing in the near term, which may result in localized supply chain constraints and periods of inflationary pricing for certain of our key raw [removed: materials, including substrate glass and cover glass.][added: materials.]

[removed: For more information about certain] risks associated with the benefits available to us under the IRA, see Item 1A.

“Risk Factors – We [added: have received and] expect [added: to continue to receive] certain financial benefits as a result of tax incentives provided by the Inflation Reduction Act of 2022.

We are America’s leading PV solar technology and manufacturing company.

The only U.S.-headquartered company among the world’s largest solar manufacturers, First Solar is focused on competitively and reliably enabling power generation needs with our advanced, thin film PV technology.

Developed at R&D labs in California and Ohio, the Company’s technology represents the next generation of solar power generation, providing a competitive, high-performance, and responsibly produced alternative to conventional crystalline silicon PV solar modules.

Our PV solar modules are produced using a fully integrated, continuous process that does not rely on Chinese crystalline silicon supply chains.

With a global footprint that spans the United States, India, Malaysia, and Vietnam, we expect to have an annual manufacturing capacity of over 25 GW by 2026.

The increase in net sales was primarily driven by an increase in the volume of modules sold to third parties and an increase in termination payments associated with certain customer contract terminations in the U.S., India, and Europe, partially offset by a reduction in revenue related to manufacturing issues affecting certain Series 7 modules manufactured in 2023 and 2024.

We currently believe the primary causes of the issues have been identified and we have taken actions to address such issues.

- Gross profit as a percentage of net sales increased 5.0 percentage points to 44.2% in 2024 from 39.2% in 2023.

The increase was primarily driven by a higher sales mix of modules qualifying for the advanced manufacturing production credit under Section 45X of the IRC, termination payments associated with certain customer contract terminations in the U.S., India, and Europe, and an increase in the volume of modules sold to third parties, partially offset by higher module storage costs and a reduction in revenue related to manufacturing issues affecting certain Series 7 modules manufactured in 2023 and 2024.

- In May 2024, we achieved a new world record CdTe research cell conversion efficiency of 23.1%, which was certified by the U.S. Department of Energy’s National Renewable Energy Laboratory.

- In July 2024, our dedicated R&D innovation center in Ohio was formally commissioned.

This R&D facility features a high-volume manufacturing scale production pilot line, which is expected to enable the production of full-sized prototypes of thin film and tandem PV modules, supporting the implementation of our technology roadmap.

- In December 2024, we entered into two agreements with Visa Inc. (“Visa”) for the sale of $857.2 million of Section 45X tax credits we generated during 2024 for aggregate cash proceeds of $818.6 million and received initial cash proceeds of $616.0 million.

Further, demand for solar energy in key markets, such as the United States and India, may be affected by the nature and extent of commitments to the renewable energy transition at the local and global levels.

For example, certain large oil and gas and energy companies have experienced investor pressure to pursue returns commensurate with those currently associated with fossil fuel projects, where returns have become easier as fossil fuel prices have rebounded since the COVID-19 pandemic.

Notwithstanding these considerations, utility and corporate demand for clean energy, and overall electric load growth, especially as a result of AI-driven data center demand, continue to increase.

Internationally, given the

combination of (i) a European Union market captured by Chinese solar modules, which pricing is at levels near or below manufacturing costs, (ii) an India market effectively closed to Southeast Asian finished goods, (iii) the uncertain U.S. policy environment following the 2024 U.S. elections, and (iv) a supply and demand imbalance for Southeast Asian product, we have decided to reduce production output of our Series 6 modules at our manufacturing facilities in Malaysia and Vietnam by a combined total of 1 GW in 2025.

In light of such market realities, we continue to advocate for industrial and trade policies that provide a level playing field for domestic manufacturers of solar cells and modules.

As a result of these performance improvements, our PV solar modules are expected to produce more energy in real-

We commenced a limited commercial production run of modules employing our CuRe technology in late 2024 and intend to begin a phased replication of the technology across our fleet in the first quarter of 2026.

generation resources.

“Government Grants” and Note 18.

“Income Taxes” to our consolidated financial statements for discussion of our expectation of the financial benefits available to us under the IRA and developments to technical guidance and regulations, respectively.

Also, the new presidential administration and control of the U.S. Congress present uncertainty as to the continued availability of such benefits.

For example, on January 20, 2025, the U.S. President issued the executive order entitled, “Unleashing American Energy,” which, among other things, indicated a lack of support for federal funding of certain solar and solar-related projects.

*•China.* In early February 2025, China announced that it would tighten export controls for five key minerals, including products containing tellurium; tellurium is one of the main components of our CdTe module production process.

Although tellurium and products containing tellurium are sourced globally, China is a major global producer of tellurium and products containing tellurium.

Exporters of tellurium and related products may be required to obtain a license from the Chinese Ministry of Commerce.

Since these export controls came into effect, we have assembled a cross-functional team to interpret the export controls, analyze how they may impact First Solar’s module production process.

We have and intend to continue applying for export licenses where appropriate, as well as continuing to implement other strategic alternatives such as leveraging our alternative suppliers to mitigate potential adverse impacts from these export controls.

“Risk Factors – A disruption in our supply chain for CdTe, tellurium, products containing tellurium, or other key raw materials, or equipment could interrupt or impair our ability to manufacture solar modules and could adversely impact our profitability and long-term growth prospects.”

*•United States.* In April 2024, the American Alliance for Solar Manufacturing Trade Committee, which includes First Solar, filed a set of AD/CVD petitions with the USDOC and the USITC to impose duties on certain unfairly traded solar products from Cambodia, Malaysia, Thailand, and Vietnam.

For more information about this development, see Item 1A.

The USDOC issued preliminary and final antidumping determinations in May and September 2024, respectively, both of which found that our Malaysian supplier of aluminum extrusions was not dumping.

For more information about this development, see Item 1A.

“Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar cells and modules or related raw materials or equipment, could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

For example, in December 2024, the ALMM was amended to require nearly all solar development projects to use PV modules that contain domestically manufactured solar cells, which is expected to be effective for such projects completed on or after June 2026.

“Risk Factors – The modification, reduction, elimination, or expiration of government subsidies, economic incentives, tax incentives, renewable energy targets, and other support for on-grid solar electricity applications, or the impact of other public policies, such as tariffs or other trade remedies imposed on solar

cells and modules or related raw materials or equipment, could negatively impact demand and/or price levels for our solar modules and limit our growth or lead to a reduction in our net sales or increase our costs, thereby adversely impacting our operating results.”

We are a leading American solar technology company and global provider of PV solar energy solutions.

Developed at our R&D labs in California and Ohio, we manufacture and sell PV solar modules with an advanced thin film semiconductor technology that provide a high-performance, lower-carbon alternative to conventional crystalline silicon PV solar modules.

From raw material sourcing through end-of-life module recycling, we are committed to reducing the environmental impacts and enhancing the social and economic benefits of our products across their life cycle.

The increase in net sales was primarily attributable to an increase in the volume of modules sold to third parties and an increase in the average selling price per watt sold, partially offset by the sale of our Luz del Norte PV solar power plant in the prior year.

- Gross profit increased 36.5 percentage points to 39.2% in 2023 from 2.7% in 2022 primarily due to the recognition of the advanced manufacturing production credit under Section 45X of the IRC, reductions to sales freight costs, an increase in the average selling price per watt of our modules, continued module cost reductions, and the prior period sale and related impairment of the Luz del Norte PV solar power plant.

- In June 2023, we entered into a credit agreement with several financial institutions, which provides us with a senior secured revolving credit facility (the “Revolving Credit Facility”) with an aggregate borrowing capacity of $1.0 billion.

The facility, which is undrawn as of December 31, 2023, matures in 2028.

“Debt” to our consolidated financial statements for more information about the Revolving Credit Facility.

- In July 2023, we announced plans to expand our manufacturing capacity by an additional 3.5 GW by constructing our fifth manufacturing facility in the United States.

This facility, which will be located in Iberia Parish, Louisiana, is expected to commence operations in late 2025.

Such expansion plans, in combination with our previously announced expansion plans, are expected to increase our manufacturing capacity by approximately 8 GW by 2026.

- In October 2023, we began commercial production of our bifacial Series 6 Plus modules at certain manufacturing facilities in the U.S. Our bifacial module features an innovative transparent back contact which, in addition to converting both front and rear side irradiance, allows infrared light to pass through rather than be absorbed as heat.

This design lowers the operational temperature of the module, resulting in a higher energy yield.

This price decline has opened new possibilities to develop systems in many locations with limited or no financial incentives, thereby promoting the widespread adoption of solar energy.

In addition to these economic benefits, solar energy has substantial environmental benefits.

For example, PV solar power systems generate no greenhouse gas or other emissions and use minimal amounts of water compared to traditional energy generation assets.

In the aggregate, we

nameplate capacity.

We currently expect to complete our lead line implementation of CuRe in the fourth quarter of 2024.

*Product efficiencies.* We believe we are among the lowest cost module manufacturers in the solar industry on a module cost per watt basis, based on publicly available information.

In recent years, polysilicon consumption per cell has been reduced through various initiatives, which have contributed to declines in our relative manufacturing cost competitiveness over conventional crystalline silicon module manufacturers.

to traditional forms of energy generation, making them an attractive alternative to or replacement for aging fossil fuel-based generation resources.

Several aspects of the IRA are pending technical guidance and regulations from the IRS and U.S. Treasury Department, which earlier this year released a notice of intent to issue proposed regulations for the domestic content bonus tax credit and notices of proposed rulemaking and temporary regulations for the direct payment election and the tax credit transfer election.

This initial guidance is subject to revision prior to the publishing of final regulations by the IRS and U.S. Treasury Department.

- *United States.* In June 2022, the U.S. President authorized the U.S. Secretary of Commerce to provide a 24-month antidumping and countervailing duty tariff exemption for imported solar panels from certain Southeast Asian countries.

The USDOC has initiated investigations based on the petitions.

Our operating results could be adversely impacted if the USDOC imposes duties on such imports.

In addition to these price adjustments, certain of our contracts with customers may include favorable price adjustments associated

with sales freight in excess of a defined threshold.

Net sales from our modules segment increased by $868.5 million in 2023 primarily due to a 28% increase in the volume of watts sold and a 6% increase in the average selling price per watt.

Net sales from our residual business operations decreased by $169.2 million in 2023 primarily due to the sale of our Luz del Norte PV solar power plant in the prior year.

The decrease in cost of sales was driven by a $293.5 million decrease in our modules segment cost of sales primarily as a result of the following:

- the recognition of the advanced manufacturing production credit under Section 45X of the IRC, which decreased cost of sales by $659.7 million;

- lower sales freight, demurrage, and detention charges of $306.2 million; and

- continued module cost reductions, which decreased cost of sales by $85.3 million; partially offset by

- higher costs of $626.2 million from an increase in the volume of modules sold; and

- higher under-utilization charges of $81.5 million associated with the initial ramp of our first Series 7 manufacturing facilities in Ohio and India.

The decrease in cost of sales was also driven by a $238.0 million decrease in our residual business operations cost of sales primarily due to the sale of our Luz del Norte PV solar power plant in 2022 and the associated impairment loss in the same period.

“Consolidated Balance Sheet Details” to our consolidated financial statements for discussion of the impairment of our Luz del Norte project.

Gross profit increased 36.5 percentage points to 39.2% in 2023 from 2.7% in 2022 primarily due to (i) the advanced manufacturing credit mentioned above, (ii) a decrease in sales freight costs, (iii) an increase in the average selling price per watt of our modules, (iv) continued module cost reductions, and (v) the prior period sale and related impairment of the Luz del Norte project described above.

As of December 31, [removed: 2023,] [added: 2024,] a 10% change in the U.S. dollar relative to our primary foreign currency exposures would [removed: not] have [removed: had a significant impact] [added: resulted in an $8.8 million change] to our net foreign currency income or loss, including the effect of our hedging activities.

For the year ended December 31, [removed: 2023,] [added: 2024,] a 100 basis point change in such variable interest rates would not have had a significant impact to our interest expense.

For the year ended December 31, [removed: 2023,] [added: 2024,] our marketable securities earned a return of 5%, including the impact of fluctuations in the price of the underlying securities, and had a weighted-average maturity of 1 month as of the end of the period.

Based on our [removed: investment] [added: restricted marketable securities] positions as of December 31, [removed: 2023,] [added: 2024,] a hypothetical 100 basis point change in interest rates would have resulted in a [removed: $0.4] [added: $15.4] million change in the market value of our [added: restricted] marketable securities [removed: investment] portfolio.

For the year ended December 31, [removed: 2023,] [added: 2024,] our restricted marketable securities incurred a loss of [removed: 8%,] [added: less than 1%,] including the impact of fluctuations in the price of the underlying securities, and had a weighted-average maturity of approximately [removed: 11] [added: 10] years as of the end of the period.

Based on our [removed: restricted marketable securities] [added: investment] positions as of December 31, [removed: 2023,] [added: 2024,] a hypothetical 100 basis point change in interest rates would [added: not] have [removed: resulted in] [added: had] a [removed: $17.4 million change in] [added: significant impact on] the market value of our [removed: restricted] marketable securities [added: investment] portfolio.

We have certain financial [removed: and derivative] instruments that subject us to credit risk.

We are exposed to credit losses in the event of nonperformance by the counterparties to our financial [removed: and derivative] instruments.

We are [removed: a] [added: America’s] leading [removed: American solar technology company and global provider of] photovoltaic (“PV”) solar [removed: energy solutions.][added: technology and manufacturing company.]

Developed at [removed: our] research and development (“R&D”) labs in California and Ohio, [removed: we manufacture and sell PV solar modules with an advanced thin film semiconductor] [added: the Company’s] technology [removed: that provide] [added: represents the next generation of solar power generation, providing] a [added: competitive,] high-performance, [removed: lower-carbon] [added: and responsibly produced] alternative to conventional crystalline silicon PV solar modules.

[removed: From raw material sourcing through end-of-life module recycling, we] [added: We] are committed to [removed: reducing the environmental impacts and] enhancing the social and economic benefits of our products [removed: across their life cycle.][added: and reducing our carbon footprint.]

With [removed: over $1] [added: approximately $2] billion in cumulative R&D investments in the last [removed: 10 years alone,] [added: 20 years,] we have a demonstrated history of innovation and continuous improvement.

In addition to these technological advantages, we also warrant that our solar modules will produce at least 98% of their labeled power output rating during the first year, with the warranty coverage reducing by a degradation factor [added: that is generally] between 0.3% and 0.5%, depending on the module series, every year thereafter throughout the limited power output warranty period of up to 30 years.

As a result of these and other factors, our solar modules can produce more annual energy in [removed: real world] [added: real-world] operating conditions than conventional crystalline silicon modules with the same nameplate capacity.

With more than [removed: 60] [added: 75] GW of modules sold worldwide, we have a demonstrated history of manufacturing success and innovation.

Additionally, we are in the process of expanding our manufacturing capacity by approximately [removed: 8] [added: 4] GW, including the construction of our [removed: fourth U.S. manufacturing facility in Alabama, which is expected to commence operations in the second half of 2024; our] fifth U.S. manufacturing [removed: facility in Louisiana,] [added: facility,] which is expected to commence operations in [removed: late 2025; and] the [removed: expansion of our manufacturing footprint at our existing facilities in Ohio, which is expected to be completed in the first] [added: second] half of [removed: 2024.][added: 2025.]

In the deposition stage, panels of transparent oxide-coated glass are robotically loaded onto the production line where they are cleaned, laser-mark identified with a serial number, heated, and coated with thin layers of [removed: CdTe and other] semiconductor [removed: materials] [added: material, including CdTe,] using our vapor transport deposition technology, after which the semiconductor-coated plates are cooled rapidly to increase glass strength.

We continue to invest significant financial resources in such initiatives, including the construction of a dedicated perovskite development line and [removed: the construction of] a dedicated [added: R&D innovation center in Ohio, which was formally commissioned during 2024.]

We primarily conduct our R&D activities and qualify process and product improvements for full production at our Perrysburg, Ohio [removed: plant] [added: facilities] and systematically deploy them to our other facilities.

We currently hold two world records for CdTe PV cell efficiency, achieving an independently certified research cell efficiency of [removed: 22.6%] [added: 23.1%] and a module aperture area efficiency of 19.9%.

We continue to evaluate opportunities to develop and leverage other solar cell technologies in multi-junction applications consisting of CdTe, [removed: silicon,] or other [removed: materials.][added: materials, including thin film technologies.]

For example, during [removed: 2023] [added: 2023,] we acquired Evolar AB (“Evolar”), a European developer of perovskite technology.

This acquisition is expected to accelerate the development of high efficiency multi-junction devices by integrating Evolar’s [removed: know-how] [added: expertise] with First Solar’s existing R&D [removed: capabilities, intellectual property portfolio, and expertise in developing and commercially scaling thin film PV products.][added: capabilities.]

Our thin film module technology has the fastest energy payback time, smallest carbon footprint, and lowest water use of any [removed: competing] [added: commercially available] PV solar technology, measured on a lifecycle basis that accounts for the energy, raw materials, water usage, and transportation across the supply chain, manufacturing process, and end-of-life module recycling.

First Solar modules are designed for high-value recycling to maximize material [removed: recovery.][added: recovery and contribute to a circular economy.]

First Solar has a unique and long-standing leadership position in PV recycling, having established the industry’s first global recycling program in 2005 and recycled [removed: over 300,000] [added: approximately 400,000] metric tons of PV modules to date.

In addition to our [removed: sustainability] [added: responsible solar] commitments, we are also committed to creating long-term shareholder value through a decision-making framework that delivers a balance of growth, profitability, and liquidity.

[removed: Our] financial stability provides strategic optionality as we evaluate how to invest in our business and generate returns for our shareholders.

Solar energy is one of the fastest growing forms of renewable energy with numerous [added: benefits, including] economic and [removed: environmental benefits] [added: speed of deployment,] that make it an attractive complement to [removed: and/or] [added: or] substitute for traditional forms of energy generation.

Other technological developments in the [added: renewable energy] industry, such as the advancement of energy storage capabilities, have further enhanced the prospects of solar energy as an alternative to traditional forms of energy generation.

[removed: Recently enacted government support] [added: Government incentive] programs, such as the Inflation Reduction Act of 2022 (the “IRA”), have contributed [removed: and are expected] to [removed: continue to contribute to] this momentum by providing solar module manufacturers, project developers, and project owners with [removed: tax] [added: various] incentives to accelerate the [removed: ongoing transition to clean energy.][added: deployment of solar power generation.]

[added: In light of such regulatory] developments, we have recently commenced or completed certain manufacturing expansion activities in the United States and India and continue to evaluate opportunities for future expansion worldwide, as described below under “Global Markets.” For more information about certain risks associated with the IRA, see Item 1A.

“Risk Factors – We [added: have received and] expect [added: to continue to receive] certain financial benefits as a result of tax incentives provided by the Inflation Reduction Act of 2022.

If these [removed: expected] financial benefits vary significantly from our assumptions, our business, financial condition, and results of operations could be adversely affected.”

Although module average selling prices in many global markets [removed: have generally declined for several years, near-term] [added: continue to decline, recent] module pricing in the United States, our primary market, [removed: remains strong primarily due] [added: has been relatively stable due, in part,] to the [removed: rising] demand for domestically manufactured modules as a result of the IRA.

[removed: In light of such market realities, we] [added: We also] continue to focus on our strategies and points of differentiation, which include our advanced module technology, our manufacturing process and distributed manufacturing presence, our R&D capabilities, [removed: the sustainability advantage of] our [removed: modules,] [added: commitment to responsible solar,] and our financial stability.

[removed: We are currently focusing on markets, including those listed below, in which our CdTe solar modules provide certain advantages over conventional crystalline silicon solar modules, including high insolation climates in which our modules provide a superior temperature coefficient,] humid environments in which our modules provide a superior spectral response, [removed: markets that favor the superior sustainability profile of our PV solar technology,] [added: (iii)] markets that value responsible sourcing through transparent supply chain reporting and ethical business practices, and [added: (iv)] markets that promote renewable energy investments through supportive policy environments.

To the extent our production capacity expands in future periods, [added: and policy environments are supportive,] we have the potential to extend our focus to additional geographic markets.

*United States.* Multiple markets within the United States, which accounted for [removed: 96%] [added: 93%] of our [removed: 2023] [added: 2024] net sales, exemplify favorable characteristics for a solar market, including (i) sizeable [removed: electricity demand, particularly around growing population centers] and [removed: industrial areas;] [added: growing electricity needs, driven largely by data center demand;] (ii) strong demand for renewable energy generation; (iii) abundant solar resources; and (iv) demand for domestically manufactured modules.

The market penetration of PV solar is also impacted by certain federal and state [removed: support] [added: incentive] programs described below under [removed: “Support] [added: “Incentive] Programs.” The [removed: United States] [added: U.S.] currently has an installed solar generation capacity of approximately [removed: 160] [added: 220] GW, [removed: which is expected to double by 2027 due,] [added: and,] in [removed: part, to the economic incentives provided by] [added: 2024 alone,] the [removed: IRA.][added: U.S. installed an estimated 32 GW of utility-scale solar capacity.]

As a result of such market [removed: opportunities and renewable targets,] [added: opportunities,] we are in the process of expanding our U.S. manufacturing [removed: capacity by approximately 8 GW,] [added: capacity,] including the construction of our [removed: fourth manufacturing facility in the United States, which is expected to commence operations in the second half of 2024; our] fifth [added: U.S.] manufacturing [removed: facility in the United States,] [added: facility,] which is expected to commence operations in [removed: late 2025; and] the [removed: expansion of our manufacturing footprint at our existing facilities in Ohio, which is expected to be completed in the first] [added: second] half of [removed: 2024.][added: 2025.]

*India.* India continues to represent one of the largest and fastest growing markets for PV solar energy with an installed solar generation capacity of approximately [removed: 72] [added: 98] GW.

Based on these targets, it is projected that the installed solar energy generation capacity will be [removed: 350] [added: approximately 280] GW by 2030.

The government has also announced a series of policy and regulatory measures to incentivize domestic manufacturing of PV solar modules, as described below under [removed: “Support] [added: “Incentive] Programs.” These targets, policies, and regulatory measures are expected to help create significant and sustained demand for PV solar energy.

[added: As a result of] such market opportunities and renewable targets, we recently [removed: commenced] [added: expanded] production of Series 7 modules at our first manufacturing facility in India, bringing our total installed nameplate production capacity in the country to 3.2 GW.

Although we compete in markets that do not require solar-specific government [removed: subsidies or support] [added: incentive] programs, our net sales and profits remain subject to variability based on the scope of tax and production incentives, renewable portfolio standards, tendering systems, and other support programs intended to stimulate economies, achieve decarbonization initiatives, and/or establish greater energy independence.

*United States.* In the United States, [removed: support] [added: incentive] programs exist at both the federal and state levels and [removed: can] [added: may] take the form of investment and production tax credits, sales and property tax exemptions and abatements, and/or renewable energy targets.

In August 2022, the [added: previous] U.S. President signed the IRA into law, which [removed: is] [added: was] intended to accelerate the country’s ongoing [removed: transition to clean energy.][added: energy transition.]

The only U.S.-headquartered company among the world’s largest solar manufacturers, First Solar is focused on competitively and reliably enabling power generation needs with our advanced, thin film PV technology.

Our PV solar modules are produced using a fully integrated, continuous process that does not rely on Chinese crystalline silicon supply chains.

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During 2024, we commenced production of Series 7 modules at our first manufacturing facility in Alabama, bringing our total installed nameplate production capacity across all our facilities to approximately 21 GW.

This R&D innovation center, which features a high-

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volume manufacturing scale production pilot line, is expected to enable the production of full-sized prototypes of thin film and tandem PV modules, supporting the implementation of our technology roadmap.

Responsible Solar

Our

[Table of Co](#iee0ff370e6ef442e9957f7fce8c9704d_7)[n](#iee0ff370e6ef442e9957f7fce8c9704d_7)[tents](#iee0ff370e6ef442e9957f7fce8c9704d_7)

Internationally, given the combination of (i) a European Union market captured by Chinese solar modules, which pricing is at levels near or below manufacturing costs, (ii) an India market effectively closed to Southeast Asian finished goods, (iii) the uncertain U.S. policy environment following the 2024 U.S. elections, and (iv) a supply and demand imbalance for Southeast Asian product, we have decided to reduce production output of our Series 6 modules at our manufacturing facilities in Malaysia and Vietnam by a combined total of 1 GW in 2025.

In light of such market realities, we continue to advocate for industrial and trade policies that provide a level playing field for domestic manufacturers of solar cells and modules.

Further, overall electric load growth, especially as a result of artificial intelligence (“AI”)-driven data center demand, continues to increase.

We are currently focusing on markets, including those listed below, in which our CdTe solar modules provide certain advantages over conventional crystalline silicon solar modules, including (i) high insolation climates in which our modules provide a superior temperature coefficient, (ii)

[Table of Co](#iee0ff370e6ef442e9957f7fce8c9704d_7)[n](#iee0ff370e6ef442e9957f7fce8c9704d_7)[tents](#iee0ff370e6ef442e9957f7fce8c9704d_7)

Following the 2024 U.S. elections, the new U.S. Presidential administration has committed to an economic mandate focused on growth, reducing inflation, reshoring manufacturing and jobs, and championing innovation, including AI.

The U.S. is expected to need approximately 128 GW of new power generation capacity by 2029 to meet high summer peak demand, the majority of which is expected to be driven by data center growth.

Incentive Programs

However, the potential policies of the new U.S. presidential administration and Congress have raised some uncertainty as to such incentive programs.

For more information about certain risks associated with such incentives, see Item 1A.

“Risk Factors – We have received and expect to continue to receive certain financial benefits as a result of tax incentives provided by the Inflation Reduction Act of 2022.

If these financial benefits vary significantly from our assumptions, our business, financial condition, and results of operations could be adversely affected.” and “Risk Factors – Existing regulations and policies, changes thereto, and new regulations and policies may present technical, regulatory, and economic barriers to the purchase and use of PV solar products, which may

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significantly reduce demand for our modules.” For more information about pending and ongoing developments related to the IRA, see Item 7.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Certain Trends and Uncertainties.” Government incentives include the following:

“Risk Factors – We have received and expect to continue to receive certain financial benefits as a result of tax incentives provided by the Inflation Reduction Act of 2022.

- *Investment and Production Tax Credits*.

The U.S. Department of Energy, though its Solar Energy Technologies Office (“SETO”), funds various solar energy R&D projects, including PV, system integration, and manufacturing initiatives, among others.

The PLI scheme is expected to provide aggregate funding of INR 185 billion ($2.2 billion), which is

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“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Certain Trends and Uncertainties.”

The demand for corporate

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warranty period of up to 30 years.

These agreements address intellectual property protection issues and require our associates, to

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He earned a Bachelor of

R&D facility in the United States to support the implementation of our technology roadmap.

We expect this R&D facility to be completed in 2024 and to feature a high-tech pilot manufacturing line, enabling production of full-sized prototypes of thin film and tandem PV modules.

Our module conversion efficiency has improved on average more than half a percent every year for the last 10 years.

Sustainability

We are committed to enhancing the social and economic benefits of our products and reducing our carbon footprint, even as we continue to increase our manufacturing capacity and module throughput.

Accordingly, our modules provide an ecologically leading solution to address climate change, energy security, and water scarcity.

Our Series 7 modules are also made of approximately 16% recycled content.

Our Series 6TM (“Series 6”) and Series 6 PlusTM (“Series 6 Plus”) modules are the world’s first and only PV products to be included in the Electronic Product Environmental Assessment Tool (“EPEAT”) Registry’s Photovoltaic Modules and Inverters product category, and we expect to register our Series 7 modules in the EPEAT Registry in the near term.

The EPEAT Registry enables the identification of credible sustainable electronic products from a broad range of manufacturers based on several factors, including the management of substances in the product, manufacturing energy, water use, product packaging, end-of-life recycling, corporate responsibility, and human rights.

We are also currently working towards meeting the new ultra low-carbon solar criteria published by the Global Electronics Council in 2023.

In 2023, we became the first of the world’s largest solar manufacturers to have our science-based and net zero targets validated by the Science Based Targets Initiative.

We have set science-based targets to reduce our absolute direct (scope 1) and indirect (scope 2) greenhouse gas (“GHG”) emissions by 34% by 2028 and achieve net-zero GHG emissions by 2050, each relative to 2020.

We have also committed to the RE100 campaign, a collaborative, global initiative of influential businesses committed to 100% renewable electricity, in which we plan to utilize renewable sources to power our manufacturing operations by 2028.

As a result of these commitments and our engagement with key suppliers to minimize the carbon footprint of our module components, we expect to reduce our module carbon footprint by more than 65% by 2028, further enabling our customers to achieve their sustainability objectives.

This price decline has opened new possibilities to develop systems in many locations with limited or no financial incentives, thereby promoting the widespread adoption of solar energy.

In addition to these economic benefits, solar energy has substantial environmental benefits.

For example, PV solar power systems generate no greenhouse gas or other emissions and use minimal amounts of water compared to traditional energy generation assets.

In light of such regulatory

In addition, the government has established a net-zero carbon emissions target by 2050.

As a result of

*Europe*.

Most markets across Europe reflect strong demand for PV solar energy due to its ability to compete economically with more traditional forms of energy generation and, more recently, as a means to establish greater energy independence.

During 2023, European Union (“EU”) member states added a combined 56 GW of solar capacity, representing the largest annual solar deployment in the region.

Such expansion, which was primarily driven by solar capacity additions in Germany, Spain, Italy, Poland, the Netherlands, and France, brings the region’s installed generation capacity to approximately 263 GW.

We continue to pursue module sales activities in many of the countries mentioned above.

Support Programs

Such incentives include the following:

In 2020, the U.S. Congress extended the 26% ITC through 2022 as part of its COVID-19 relief efforts.

solar installations and qualifying procurement activities in the United States.

In July 2022, the U.S. Department of Energy Solar Energy Technologies Office (“SETO”) announced the 2022 Solar Manufacturing Incubator Funding Opportunity, which provided up to $24 million for qualifying solar R&D projects, including those related to CdTe.

Award recipients for this funding opportunity are expected to be announced in the first half of 2024.

- *Renewable portfolio standards.* Many states have enacted legislation adopting Renewable Portfolio Standard (“RPS”) mechanisms.

Under an RPS, regulated utilities and other load serving entities are required to procure a specified percentage of their total retail electricity sales to end-user customers from eligible renewable resources, such as solar energy generation facilities, by a specified date.

For example, California’s RPS program, which is one of the most significant in the United States in terms of the volume of renewable electricity required to meet its RPS mandate, currently requires utilities and other obligated load serving entities to procure 60% of their total retail electricity demand from eligible renewable resources by 2030 and 100% of such electricity demand from renewable resources and carbon-free resources by 2045.

Some programs may further require that a specified portion of the total percentage of renewable energy must come from solar generation facilities or other technologies.

RPS mechanisms and other legislation vary significantly from state to state, particularly with respect to the percentage of renewable energy required to achieve the state’s RPS, the definition of eligible renewable energy resources, and the extent to which renewable energy credits qualify for RPS compliance.

- *Green hydrogen targets*.

In January 2023, the Indian government announced its National Green Hydrogen Mission (“NGHM”), which is intended to make India a hub for the production and export of green hydrogen and to contribute to the broader energy transition from fossil fuels to renewable energy sources.

The NGHM provides for an initial outlay of approximately $225 million for pilot projects and R&D, which, among other program investments, is expected to result in 5 million metric tons of annual green hydrogen production capacity and 125 GW of incremental renewable energy capacity, among other initiatives, by 2030.

The Ministry of New and Renewable Energy (“MNRE”) will be responsible for overall coordination and implementation of the NGHM, including formulating programs for financial incentives, and other central and state government agencies will be responsible for implementing various policies, regulations, and compliance standards.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant as of June 30, [removed: 2023,] [added: 2024,] the last business day of the registrant’s most recently completed second fiscal quarter, was approximately [removed: $20.2] [added: $24.0] billion (based on the closing price of the registrant’s common stock on that date).

As of February [removed: 23, 2024, 106,848,929] [added: 21, 2025, 107,062,105] shares of the registrant’s common stock, $0.001 par value per share, were outstanding.

The information required by Part III of this Form 10-K, to the extent not set forth herein, is incorporated by reference from the registrant’s definitive proxy statement relating to the Annual Meeting of Shareholders to be held in [removed: 2024,] [added: 2025,] which will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Form 10-K relates.

FORM 10-K FOR THE YEAR ENDED DECEMBER 31, [removed: 2023][added: 2024]

| Item 1. | | | [removed: [Business](#ia9b5ec4bae954b8eabe33fd55732085e_16)] [added: [Business](#iee0ff370e6ef442e9957f7fce8c9704d_16)] | | | [removed: [3](#ia9b5ec4bae954b8eabe33fd55732085e_16)] [added: [3](#iee0ff370e6ef442e9957f7fce8c9704d_16)] | | |

| | | | [Information about Our Executive [removed: Officers](#ia9b5ec4bae954b8eabe33fd55732085e_49)] [added: Officers](#iee0ff370e6ef442e9957f7fce8c9704d_49)] | | | [removed: [15](#ia9b5ec4bae954b8eabe33fd55732085e_49)] [added: [14](#iee0ff370e6ef442e9957f7fce8c9704d_49)] | | |

| Item 1A. | | | [Risk [removed: Factors](#ia9b5ec4bae954b8eabe33fd55732085e_52)] [added: Factors](#iee0ff370e6ef442e9957f7fce8c9704d_52)] | | | [removed: [18](#ia9b5ec4bae954b8eabe33fd55732085e_52)] [added: [17](#iee0ff370e6ef442e9957f7fce8c9704d_52)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#ia9b5ec4bae954b8eabe33fd55732085e_55)] [added: Comments](#iee0ff370e6ef442e9957f7fce8c9704d_55)] | | | [removed: [42](#ia9b5ec4bae954b8eabe33fd55732085e_55)] [added: [43](#iee0ff370e6ef442e9957f7fce8c9704d_55)] | | |

| Item 1C. | | | [removed: [Cybersecurity](#ia9b5ec4bae954b8eabe33fd55732085e_2199023257636)] [added: [Cybersecurity](#iee0ff370e6ef442e9957f7fce8c9704d_58)] | | | [removed: [43](#ia9b5ec4bae954b8eabe33fd55732085e_2199023257636)] [added: [43](#iee0ff370e6ef442e9957f7fce8c9704d_58)] | | |

| Item 2. | | | [removed: [Properties](#ia9b5ec4bae954b8eabe33fd55732085e_58)] [added: [Properties](#iee0ff370e6ef442e9957f7fce8c9704d_61)] | | | [removed: [44](#ia9b5ec4bae954b8eabe33fd55732085e_58)] [added: [45](#iee0ff370e6ef442e9957f7fce8c9704d_61)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#ia9b5ec4bae954b8eabe33fd55732085e_61)] [added: Proceedings](#iee0ff370e6ef442e9957f7fce8c9704d_64)] | | | [removed: [44](#ia9b5ec4bae954b8eabe33fd55732085e_61)] [added: [45](#iee0ff370e6ef442e9957f7fce8c9704d_64)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#ia9b5ec4bae954b8eabe33fd55732085e_64)] [added: Disclosures](#iee0ff370e6ef442e9957f7fce8c9704d_67)] | | | [removed: [44](#ia9b5ec4bae954b8eabe33fd55732085e_64)] [added: [45](#iee0ff370e6ef442e9957f7fce8c9704d_67)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#ia9b5ec4bae954b8eabe33fd55732085e_70)] [added: Securities](#iee0ff370e6ef442e9957f7fce8c9704d_73)] | | | [removed: [45](#ia9b5ec4bae954b8eabe33fd55732085e_70)] [added: [46](#iee0ff370e6ef442e9957f7fce8c9704d_73)] | | |

| Item 6. | | | [removed: [Reserved](#ia9b5ec4bae954b8eabe33fd55732085e_73)] [added: [Reserved](#iee0ff370e6ef442e9957f7fce8c9704d_76)] | | | [removed: [46](#ia9b5ec4bae954b8eabe33fd55732085e_73)] [added: [47](#iee0ff370e6ef442e9957f7fce8c9704d_76)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ia9b5ec4bae954b8eabe33fd55732085e_76)] [added: Operations](#iee0ff370e6ef442e9957f7fce8c9704d_79)] | | | [removed: [46](#ia9b5ec4bae954b8eabe33fd55732085e_76)] [added: [47](#iee0ff370e6ef442e9957f7fce8c9704d_79)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#ia9b5ec4bae954b8eabe33fd55732085e_100)] [added: Risk](#iee0ff370e6ef442e9957f7fce8c9704d_106)] | | | [removed: [64](#ia9b5ec4bae954b8eabe33fd55732085e_100)] [added: [66](#iee0ff370e6ef442e9957f7fce8c9704d_106)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#ia9b5ec4bae954b8eabe33fd55732085e_103)] [added: Data](#iee0ff370e6ef442e9957f7fce8c9704d_109)] | | | [removed: [66](#ia9b5ec4bae954b8eabe33fd55732085e_103)] [added: [68](#iee0ff370e6ef442e9957f7fce8c9704d_109)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ia9b5ec4bae954b8eabe33fd55732085e_106)] [added: Disclosure](#iee0ff370e6ef442e9957f7fce8c9704d_112)] | | | [removed: [66](#ia9b5ec4bae954b8eabe33fd55732085e_106)] [added: [68](#iee0ff370e6ef442e9957f7fce8c9704d_112)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#ia9b5ec4bae954b8eabe33fd55732085e_109)] [added: Procedures](#iee0ff370e6ef442e9957f7fce8c9704d_115)] | | | [removed: [66](#ia9b5ec4bae954b8eabe33fd55732085e_109)] [added: [68](#iee0ff370e6ef442e9957f7fce8c9704d_115)] | | |

| Item 9B. | | | [Other [removed: Information](#ia9b5ec4bae954b8eabe33fd55732085e_112)] [added: Information](#iee0ff370e6ef442e9957f7fce8c9704d_118)] | | | [removed: [67](#ia9b5ec4bae954b8eabe33fd55732085e_112)] [added: [69](#iee0ff370e6ef442e9957f7fce8c9704d_118)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ia9b5ec4bae954b8eabe33fd55732085e_115)] [added: Inspections](#iee0ff370e6ef442e9957f7fce8c9704d_121)] | | | [removed: [67](#ia9b5ec4bae954b8eabe33fd55732085e_115)] [added: [69](#iee0ff370e6ef442e9957f7fce8c9704d_121)] | | |

| Item 10. | | | [Directors, Executive Officers, and Corporate [removed: Governance](#ia9b5ec4bae954b8eabe33fd55732085e_121)] [added: Governance](#iee0ff370e6ef442e9957f7fce8c9704d_127)] | | | [removed: [67](#ia9b5ec4bae954b8eabe33fd55732085e_121)] [added: [70](#iee0ff370e6ef442e9957f7fce8c9704d_127)] | | |

| Item 11. | | | [Executive [removed: Compensation](#ia9b5ec4bae954b8eabe33fd55732085e_124)] [added: Compensation](#iee0ff370e6ef442e9957f7fce8c9704d_130)] | | | [removed: [67](#ia9b5ec4bae954b8eabe33fd55732085e_124)] [added: [70](#iee0ff370e6ef442e9957f7fce8c9704d_130)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ia9b5ec4bae954b8eabe33fd55732085e_127)] [added: Matters](#iee0ff370e6ef442e9957f7fce8c9704d_133)] | | | [removed: [68](#ia9b5ec4bae954b8eabe33fd55732085e_127)] [added: [70](#iee0ff370e6ef442e9957f7fce8c9704d_133)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ia9b5ec4bae954b8eabe33fd55732085e_130)] [added: Independence](#iee0ff370e6ef442e9957f7fce8c9704d_136)] | | | [removed: [68](#ia9b5ec4bae954b8eabe33fd55732085e_130)] [added: [71](#iee0ff370e6ef442e9957f7fce8c9704d_136)] | | |

| Item 14. | | | [Principal Accountant Fees and [removed: Services](#ia9b5ec4bae954b8eabe33fd55732085e_133)] [added: Services](#iee0ff370e6ef442e9957f7fce8c9704d_139)] | | | [removed: [68](#ia9b5ec4bae954b8eabe33fd55732085e_133)] [added: [71](#iee0ff370e6ef442e9957f7fce8c9704d_139)] | | |

| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#ia9b5ec4bae954b8eabe33fd55732085e_139)] [added: Schedules](#iee0ff370e6ef442e9957f7fce8c9704d_145)] | | | [removed: [69](#ia9b5ec4bae954b8eabe33fd55732085e_139)] [added: [72](#iee0ff370e6ef442e9957f7fce8c9704d_145)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#ia9b5ec4bae954b8eabe33fd55732085e_241)] [added: Summary](#iee0ff370e6ef442e9957f7fce8c9704d_253)] | | | [removed: [124](#ia9b5ec4bae954b8eabe33fd55732085e_241)] [added: [128](#iee0ff370e6ef442e9957f7fce8c9704d_253)] | | |

The forward-looking statements include statements, among other things, concerning: effects resulting from certain module manufacturing changes; our business strategy, including anticipated trends and developments in and management plans for our business and the markets in which we operate; future financial results, operating results, module volumes produced, module volumes sold, revenues, gross margin, operating expenses, products, projected costs (including estimated future module collection and recycling costs), [removed: warranties,] [added: warranties and anticipated claims thereunder,] solar module technology and cost reduction roadmaps, [removed: restructuring,] product reliability, investments, and capital expenditures; our ability to successfully integrate an acquired business; our ability to continue to reduce the cost per watt of our solar modules; the impact of public policies; the potential impact of legislation intended to encourage renewable energy investments through tax credits; our ability to expand manufacturing capacity worldwide, including [removed: our plans to construct] [added: the construction of] new manufacturing facilities in the United States and related increases in manufacturing capacity; the impact of supply chain disruptions, which may affect the procurement of raw materials used in our manufacturing process and the distribution of our modules; research and development programs and our ability to improve the wattage of our solar modules; sales and marketing initiatives; [added: our ability to enforce our intellectual property rights;] and competition.

- the reduction, elimination, or expiration of government subsidies, policies, and [removed: support] [added: incentive] programs for solar energy projects and other renewable energy projects;

- the impact of public policies, such as [removed: tariffs] [added: tariffs, export controls,] or other trade remedies imposed on solar cells and modules;

- general economic and business conditions, including those influenced by U.S., international, and geopolitical [removed: events;][added: events and conflicts;]

- future collection and recycling costs for solar modules covered by our module collection and recycling [removed: program;][added: program, or otherwise as required by external laws and regulation;]

You should carefully consider the risks and uncertainties described [removed: under] [added: in] this section.

| [Signatures](#iee0ff370e6ef442e9957f7fce8c9704d_256) | | | | | | [129](#iee0ff370e6ef442e9957f7fce8c9704d_256) | | |

- supply chain disruptions;

| [Signatures](#ia9b5ec4bae954b8eabe33fd55732085e_244) | | | | | | [125](#ia9b5ec4bae954b8eabe33fd55732085e_244) | | |

- supply chain disruptions, including demurrage and detention charges;

Our associates [added: receive cybersecurity awareness communications,] engage in annual cybersecurity [removed: training] [added: training,] and [added: are exposed to] periodic phishing simulation exercises with targeted training.

The Head of Information Security, who has over 20 years of information technology experience, including over 10 years in leadership roles at First Solar, reports to the Chief Information Officer and regularly briefs the Chief Financial Officer [removed: and] [added: and, at least quarterly, briefs] the audit committee of the board of directors on cybersecurity matters.

[added: The audit committee of the board of directors is notified if a potentially material incident is identified and reviews our] response to material cybersecurity incidents, including disclosure considerations and the engagement of forensic and other technology experts to ascertain the extent of the incident, remediation actions, and responsive measures to prevent or mitigate future incidents.

As a result of ongoing monitoring, we have not identified any risks from cybersecurity threats, including as a result of previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect the Company, including its business strategy, financial condition, or results of [removed: operations.][added: operations during the period covered by this filing.]

Effective March 16, 2025, our Head of Information Security will be departing the Company and, as a result, our Chief Information Officer will act as our interim Head of Information Security while we conduct a search for a permanent replacement.

Our Chief Information Officer has 25 years of information technology experience, including 18 years in leadership roles at First Solar.

Further, at least annually, certain key members from our Information Security team engage in cybersecurity tabletop exercises alongside certain members of both our executive team and board of directors, which are designed to simulate a cybersecurity threat or incident to test First Solar’s incident response plan.

The audit committee of the board of directors is notified if a potentially material incident is identified and reviews our

As of December 31, [removed: 2023,] [added: 2024,] our principal [removed: properties] [added: properties, which pertain to our modules business,] consisted of the following:

| Nature | | | | | | [removed: Primary Segment(s) Using Property | | | | | |] Location | | | | | | Held | | |

| Corporate headquarters | | | | | | [removed: Modules & Other | | | | | |] Tempe, Arizona, United States | | | | | | Lease | | |

| R&D facility | | | | | | [removed: Modules | | | | | |] Santa Clara, California, United States | | | | | | Lease | | |

| Manufacturing plants, R&D facilities, and administrative offices | | | | | | [removed: Modules | | | | | |] Perrysburg and Lake Township, Ohio, United States | | | | | | Own | | |

| Manufacturing [removed: plant and administrative offices | | | | | | Modules] [added: plants] | | | | | | Kulim, Kedah, Malaysia | | | | | | Lease land, own buildings | | |

| Manufacturing [removed: plant | | | | | | Modules] [added: plants] | | | | | | Ho Chi Minh City, Vietnam | | | | | | Lease land, own buildings | | |

| Manufacturing plant | | | | | | [removed: Modules | | | | | |] Tamil Nadu, India | | | | | | Lease land, own buildings | | |

| Manufacturing plant [removed: (1)] | | | | | | [removed: Modules | | | | | |] Trinity, Alabama, United States | | | | | | Own | | |

| Manufacturing plant [removed: (2) | | | | | | Modules] [added: (1)] | | | | | | Iberia Parish, Louisiana, United States | | | | | | Lease land, own buildings | | |

(1)Manufacturing plant currently under construction; operations are expected to commence in the second half of [removed: 2024.][added: 2025.]

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Administrative offices | | | | | | Modules & Other | | | | | | Georgetown, Penang, Malaysia | | | | | | Lease | | |

| R&D facility | | | | | | Modules | | | | | | Uppsala, Sweden | | | | | | Lease | | |

| Manufacturing plant (3) | | | | | | Modules | | | | | | Frankfurt/Oder, Germany | | | | | | Own | | |

(2)Manufacturing plant currently under construction; operations are expected to commence in late 2025.

(3)In December 2012, we ceased manufacturing at our German plant.

Since its closure, we have, from time to time, marketed such property for sale.

As of February [removed: 23, 2024,] [added: 21, 2025,] there were 41 record holders of our common stock, which does not reflect beneficial owners of our shares.

For purposes of the graph, an investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock, the S&P 500 Index, and the Invesco Solar ETF on December 31, [removed: 2018,] [added: 2019,] and its relative performance is tracked through December 31, [removed: 2023.][added: 2024.]

[removed: ![I5.1a - 2023] [added: ![2024] Stock Price Performance [removed: Graph Image.jpg](https://www.sec.gov/Archives/edgar/data/1274494/000127449424000004/fslr-20231231_g2.jpg)][added: Graph.jpg](https://www.sec.gov/Archives/edgar/data/1274494/000127449425000010/fslr-20241231_g2.jpg)]

Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of December 31, [removed: 2023] [added: 2024] our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

We also carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] based on the criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

Based on such evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2023.][added: 2024.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has also been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in its report, which appears herein.

We also carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of our “internal control over financial reporting” to determine whether any changes in our internal control over financial reporting occurred during the quarter ended December 31, [removed: 2023] [added: 2024] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Based on that evaluation, there were no such changes in our internal control over financial reporting that occurred during the quarter ended December 31, [removed: 2023.][added: 2024.]

During the three months ended December 31, [removed: 2023,] [added: 2024,] none of our officers or directors [removed: adopted or] terminated Rule 10b5-1 trading arrangements or adopted or terminated non-Rule 10b5-1 trading arrangements.

However, certain of our officers adopted Rule 10b5-1 trading plans for the sale of our securities.

The following table provides certain terms of such plans:

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Name | | | | | | Position | | | | | | Action | | | | | | Adoption Date | | | | | | Expiration Date | | | | | | Aggregate Number of Securities to be Sold (1) | | |

| Alexander R. Bradley | | | | | | Chief Financial Officer | | | | | | Adoption | | | | | | November 13, 2024 | | | | | | September 30, 2025 | | | | | | 15,129 | | |

| Kuntal Kumar Verma | | | | | | Chief Manufacturing Officer | | | | | | Adoption | | | | | | November 14, 2024 | | | | | | March 31, 2025 | | | | | | 7,710 | | |

——————————

(1)Represents the gross number of shares subject to the Rule 10b5-1(c) plan, excluding the potential effect of shares withheld for taxes.

Amounts related to performance units are presented at their target amounts.

The actual number of performance units that vest following the end of the applicable performance period, if any, will depend on the relative attainment of the performance metrics.

“Business – Information about Our Executive Officers.” Information concerning our board of directors and audit committee of our board of directors will appear in our [removed: 2024] [added: 2025] Proxy Statement, under the sections “Directors” and “Corporate Governance,” and information concerning Section 16(a) beneficial ownership reporting compliance will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section [removed: “Section] [added: “Delinquent Section] 16(a) [removed: Beneficial Ownership Reporting Compliance.”] [added: Reports.”] We have adopted [removed: a code of business conduct] [added: an Insider Trading Compliance Policy governing the purchase, sale,] and [removed: ethics that applies to all] [added: other dispositions of our securities by] directors, officers, and [removed: associates of] [added: employees, or] First [removed: Solar.][added: Solar itself, that is reasonably designed to promote compliance with insider trading laws, rules and regulations, and any applicable listing standards.]

Information concerning this code will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section “Corporate Governance.” The information in such sections of the Proxy Statement is incorporated by reference into this Annual Report on Form 10-K.

The foregoing summary of our Insider Trading Compliance Policy does not purport to be complete and is qualified by reference to the full text of such policy, a copy of which is filed with this Annual Report on Form 10-K as Exhibit 19.1.

We have adopted a code of business conduct and ethics that applies to all directors, officers, and associates of First Solar.

Information concerning executive compensation and related information will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section “Executive Compensation,” and information concerning the compensation committee of our board of directors (the “compensation committee”) will appear under the sections “Corporate Governance” and “Compensation Committee Report.” The information in such sections of the [removed: 2024] [added: 2025] Proxy Statement is incorporated by reference into this Annual Report on Form 10-K.

Information concerning the security ownership of certain beneficial owners and management and related stockholder matters, including certain information regarding our equity compensation plans, will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.” The information in such section of the Proxy Statement is incorporated by reference into this Annual Report on Form 10-K.

The following table sets forth certain information as of December 31, [removed: 2023] [added: 2024] concerning securities authorized for issuance under our equity compensation plans:

(1)Includes [removed: 960,448] [added: 814,338] shares issuable upon vesting of restricted stock units granted under our 2020 Omnibus Incentive Compensation Plan (“2020 Omnibus Plan”).

| Equity compensation plans approved by stockholders | | | | | | 814,338 | | | | | | $ | — | | | | | 6,408,178 | | |

| Total | | | | | | 814,338 | | | | | | $ | — | | | | | 6,408,178 | | |

| Equity compensation plans approved by stockholders | | | | | | 960,448 | | | | | | $ | — | | | | | 6,581,106 | | |

| Total | | | | | | 960,448 | | | | | | $ | — | | | | | 6,581,106 | | |

Information concerning certain relationships and related party transactions will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section “Certain Relationships and Related Party Transactions,” and information concerning director independence will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section “Corporate Governance.” The information in such sections of the Proxy Statement is incorporated by reference into this Annual Report on Form 10-K.

Information concerning principal accounting fees and services and the audit committee of our board of directors’ pre-approval policies and procedures for these items will appear in our [removed: 2024] [added: 2025] Proxy Statement under the section “Principal Accountant Fees and Services.” The information in such section of the Proxy Statement is incorporated by reference into this Annual Report on Form 10-K.

We have audited the accompanying consolidated balance sheets of First Solar, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of operations, [added: of] comprehensive income, [added: of] stockholders’ equity and [added: of] cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control – Integrated Framework* *(2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission [removed: (“COSO”).][added: (COSO).]

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the COSO.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) [removed: (“PCAOB”)] [added: (PCAOB)] and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

[removed: Government] [added: Other government] grants not related to long-lived assets are considered income-based [removed: grants, which are initially recognized as government] grants [removed: receivable] and [added: are recognized] as a reduction to the related cost of activities that generated the benefit.

[removed: As described in Note 9 to the consolidated financial statements, in] [added: In] August 2022, the [added: previous] U.S. President signed into law the [removed: Inflation Reduction Act (IRA).][added: IRA.]

| | | | | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | | | | $ | [removed: 1,946,994] [added: 1,621,376] | | | | | $ | [removed: 1,481,269] [added: 1,946,994] | |

| Marketable securities | | | | | | [removed: 155,495] [added: 171,583] | | | | | | [removed: 1,096,712] [added: 155,495] | | |

| Accounts receivable trade, net | | | | | | [removed: 660,776] [added: 1,261,049] | | | | | | [removed: 324,337] [added: 660,776] | | |

| Government grants receivable, net | | | | | | [removed: 659,745] [added: 403,759] | | | | | | [removed: —] [added: 659,745] | | |

| Inventories | | | | | | [removed: 819,899] [added: 1,084,384] | | | | | | [removed: 621,376] [added: 819,899] | | |

| Other current assets | | | | | | [removed: 391,900] [added: 546,882] | | | | | | [removed: 267,727] [added: 391,900] | | |

| Total current assets | | | | | | [removed: 4,634,809] [added: 5,089,033] | | | | | | [removed: 3,791,421] [added: 4,634,809] | | |

| Property, plant and equipment, net | | | | | | [removed: 4,397,285] [added: 5,413,683] | | | | | | [removed: 3,536,902] [added: 4,397,285] | | |

| Deferred tax assets, net | | | | | | [removed: 142,819] [added: 208,808] | | | | | | [removed: 78,680] [added: 142,819] | | |

| Restricted marketable securities | | | | | | [removed: 198,310] [added: 199,136] | | | | | | [removed: 182,070] [added: 198,310] | | |

| Government grants receivable | | | | | | [removed: 152,208] [added: 157,570] | | | | | | [removed: —] [added: 152,208] | | |

| Goodwill | | | | | | [removed: 29,687] [added: 28,335] | | | | | | [removed: 14,462] [added: 29,687] | | |

| Intangible assets, net | | | | | | [removed: 64,511] [added: 54,654] | | | | | | [removed: 31,106] [added: 64,511] | | |

| Inventories | | | | | | [removed: 266,899] [added: 275,372] | | | | | | [removed: 260,395] [added: 266,899] | | |

| Other assets | | | | | | [removed: 478,604] [added: 697,770] | | | | | | [removed: 356,192] [added: 478,604] | | |

| Total assets | | | | | | $ | [removed: 10,365,132] [added: 12,124,361] | | | | | $ | [removed: 8,251,228] [added: 10,365,132] | |

| Accounts payable | | | | | | $ | [removed: 207,178] [added: 482,190] | | | | | $ | [removed: 341,409] [added: 207,178] | |

| Income taxes payable | | | | | | [removed: 22,134] [added: 77,363] | | | | | | [removed: 29,397] [added: 22,134] | | |

| Accrued expenses | | | | | | [removed: 524,829] [added: 508,581] | | | | | | [removed: 382,782] [added: 524,829] | | |

| Current portion of debt | | | | | | [removed: 96,238] [added: 236,424] | | | | | | [removed: —] [added: 96,238] | | |

| Deferred revenue | | | | | | [removed: 413,579] [added: 712,000] | | | | | | [removed: 263,215] [added: 413,579] | | |

| Other current liabilities | | | | | | [removed: 42,200] [added: 60,884] | | | | | | [removed: 21,245] [added: 42,200] | | |

| Total current liabilities | | | | | | [removed: 1,306,158] [added: 2,077,442] | | | | | | [removed: 1,038,048] [added: 1,306,158] | | |

| Accrued solar module collection and recycling liability | | | | | | [removed: 135,123] [added: 134,394] | | | | | | [removed: 128,114] [added: 135,123] | | |

| Long-term debt | | | | | | [removed: 464,068] [added: 373,354] | | | | | | [removed: 184,349] [added: 464,068] | | |

| Deferred revenue | | | | | | [removed: 1,591,604] [added: 1,327,825] | | | | | | [removed: 944,725] [added: 1,591,604] | | |

| Other liabilities | | | | | | [removed: 180,710] [added: 233,769] | | | | | | [removed: 119,937] [added: 180,710] | | |

| Total liabilities | | | | | | [removed: 3,677,663] [added: 4,146,784] | | | | | | [removed: 2,415,173] [added: 3,677,663] | | |

| Common stock, $0.001 par value per share; 500,000,000 shares authorized; [removed: 106,847,475] [added: 107,060,281] and [removed: 106,609,094] [added: 106,847,475] shares issued and outstanding at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively | | | | | | 107 | | | | | | 107 | | |

| Additional paid-in capital | | | | | | [removed: 2,890,427] [added: 2,898,418] | | | | | | [removed: 2,887,476] [added: 2,890,427] | | |

| Accumulated earnings | | | | | | [removed: 3,971,066] [added: 5,263,110] | | | | | | [removed: 3,140,289] [added: 3,971,066] | | |

| Accumulated other comprehensive loss | | | | | | [removed: (174,131)] [added: (184,058)] | | | | | | [removed: (191,817)] [added: (174,131)] | | |

*Revenue Recognition - Modules Segment*

As described in Note 21 to the consolidated financial statements, the Company's modules segment net sales were $4.2 billion for the year ended December 31, 2024.

As described in Note 15 to the consolidated financial statements, the Company recognizes revenue for module sales at a point in time following the transfer of control of the modules to the customer, which typically occurs upon delivery of the modules to the location specified in the terms of the underlying contract.

The principal consideration for our determination that performing procedures relating to revenue recognition for the modules segment is a critical audit matter is a high degree of auditor effort in performing procedures related to the Company’s revenue recognition.

These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over the recording of revenue for the modules segment at the transaction price once control transfers to the customer.

These procedures also included, among others (i) testing revenue recognized for a sample of revenue transactions by obtaining and inspecting source documents, such as contracts, purchase orders, invoices, and proof of transfer of control; (ii) confirming a sample of outstanding customer invoices balances as of December 31, 2024 and, for confirmations not returned, obtaining and inspecting source documents, such as invoices, proof of transfer of control, and subsequent cash receipts; and (iii) testing the timing of revenue recognition for a sample of revenue transactions that occurred near December 31, 2024 (before and after) by obtaining and inspecting source documents, such as contracts, invoices, and proof of transfer of control.

February 25, 2025

| | | | | | | 2024 | | | | | | 2023 | | |

| Net income (loss) | | | | | | $ | 1,292,044 | | | | | $ | 830,777 | | | | | $ | (44,166) | |

| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,292,044 | | | | | | — | | | | | | 1,292,044 | | |

| Balance at December 31, 2024 | | | | | | 107,060 | | | | | | $ | 107 | | | | | $ | 2,898,418 | | | | | $ | 5,263,110 | | | | | $ | (184,058) | | | | | $ | 7,977,577 | |

| Net income (loss) | | | | | | $ | 1,292,044 | | | | | $ | 830,777 | | | | | $ | (44,166) | |

| Other assets | | | | | | (311,363) | | | | | | (215,707) | | | | | | (86,938) | | |

| Contingent consideration payment and other financing activities | | | | | | (7,613) | | | | | | — | | | | | | — | | |

We are America’s leading PV solar technology and manufacturing company.

The only U.S.-headquartered company among the world’s largest solar manufacturers, First Solar is focused on competitively and reliably enabling power generation needs with our advanced, thin film PV technology.

Developed at R&D labs in California and Ohio, the Company’s technology represents the next generation of solar power generation, providing a competitive, high-performance, and responsibly produced alternative to conventional crystalline silicon PV solar modules.

Our PV solar modules are produced using a fully integrated, continuous process that does not rely on Chinese crystalline silicon supply chains.

Restricted cash is classified as current or noncurrent based on the nature of the restriction.

Proceeds received from asset-based

expectation that, more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life.

Among other potential issues, our solar module warranty also covers the resulting power output loss from cell cracking.

The classification of our warranty costs depends on the anticipated mode of settlement, which is either through product replacement or cash.

We record warranty expense for anticipated claims we expect to resolve through the repair or replacement of modules as an increase to cost of sales, and those we expect to settle by cash payment as a reduction to revenue.

Our customer contracts also generally contain provisions that entitle us to a termination payment if the customer defaults on its contractual obligations and we terminate the contract.

We account for such terminations as contract modifications in the period in which the contract is terminated.

We recognize revenue for bill-and-hold arrangements at the point in time the customer obtains control of the modules when all of the following criteria have been met: (i) the arrangement is substantive, (ii) the modules are segregated and identified separately as belonging to the customer, (iii) the modules are ready for physical transfer to the customer, and (iv) we do not have the ability to use the modules or direct them to another customer.

We only recognize tax

| Gross amount | | | | | | $ | 423,052 | | | | | $ | — | | | | | $ | (1,352) | | | | | $ | 421,700 | |

| Total | | | | | | $ | 29,687 | | | | | $ | — | | | | | $ | (1,352) | | | | | $ | 28,335 | |

| | | | | | | December 31, 2024 | | | | | | | | | | | | | | |

| Developed technology | | | | | | $ | 97,645 | | | | | $ | (88,717) | | | | | $ | 8,928 | |

| In-process research and development | | | | | | 43,159 | | | | | | — | | | | | | 43,159 | | |

| Patents | | | | | | 10,068 | | | | | | (7,501) | | | | | | 2,567 | | |

| Total | | | | | | $ | 150,872 | | | | | $ | (96,218) | | | | | $ | 54,654 | |

| 2025 | | | | | | $ | 4,079 | |

| 2026 | | | | | | 2,696 | | |

| 2027 | | | | | | 2,596 | | |

| 2028 | | | | | | 876 | | |

| 2029 | | | | | | 493 | | |

*Accounting for Certain Tax Credits Under the Inflation Reduction Act*

As described in Note 2 to the consolidated financial statements, management accounts for government assistance that is not subject to income tax accounting using a grant accounting model, by analogy to international accounting standards for government grants and disclosure of government assistance.

Management recognizes such grants when there is reasonable assurance that the Company will comply with the grant’s conditions and that the grant will be received.

Among other things, the IRA offers a tax credit, pursuant to Section 45X of the Internal Revenue Code (IRC), for solar modules and solar module components manufactured in the United States and sold to third parties.

Such credit may be refundable by the IRS or transferable to a third party and is available from 2023 to 2032, subject to phase down beginning in 2030.

Management expects to qualify for a credit of approximately 17 cents per watt for each module produced in the United States and sold to a third party.

Management recognizes the credit as a reduction to cost of sales in the period the modules are sold to customers, with a corresponding government grants receivable.

The Company recognized a benefit to cost of sales of $659.7 million for the year ended December 31, 2023 and a government grants receivable, net of $659.7 million as of December 31, 2023.

The principal considerations for our determination that performing procedures relating to the accounting for certain tax credits under the IRA is a critical audit matter are (i) the significant judgment by management in determining the applicable accounting model related to the Section 45X tax credits; (ii) a high degree of auditor judgment and subjectivity in performing procedures and evaluating audit evidence related to management’s assessment of the accounting model related to the Section 45X tax credits; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

These procedures included testing the effectiveness of controls relating to management’s assessment of the applicable accounting model related to the laws and regulations related to the IRA.

These procedures also included, among others, (i) reading management’s assessment of (a) the models used to account for government assistance; (b) key considerations in determining the accounting model applicable to transferable credits; (c) the financial statement disclosures; and (d) potential alternative accounting views considered; and (ii) evaluating whether management’s assessment is consistent with applicable laws and regulations, as well as the presentation of the Section 45X tax credits within the financial statements, including the recognition of the tax credit as a reduction to cost of sales in the period the modules are sold to customers and as a government grants receivable.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of management's assessment of applicable laws and regulations.

February 27, 2024

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at December 31, 2020 | | | | | | 105,980 | | | | | | $ | 106 | | | | | $ | 2,866,786 | | | | | $ | 2,715,762 | | | | | $ | (61,726) | | | | | $ | 5,520,928 | |

| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | 468,693 | | | | | | — | | | | | | 468,693 | | |

| Project assets and PV solar power systems | | | | | | 8,626 | | | | | | (14,336) | | | | | | 23,402 | | |

| Other assets | | | | | | (224,333) | | | | | | (72,602) | | | | | | (69,942) | | |

We are a leading American solar technology company and global provider of PV solar energy solutions.

Developed at our R&D labs in California and Ohio, we manufacture and sell PV solar modules with an advanced thin film semiconductor technology that provide a high-performance, lower-carbon alternative to conventional crystalline silicon PV solar modules.

From raw material sourcing through end-of-life module recycling, we are committed to reducing the environmental impacts and enhancing the social and economic benefits of our products across their life cycle.

Model-derived valuations in which all significant inputs are observable in active markets are Level 2 valuation techniques.

Restricted cash for our letters of credit is classified as current or noncurrent based on the maturity date of the corresponding letter of credit.

Restricted cash and restricted cash equivalents held in custodial accounts are classified as noncurrent to align with the nature of the corresponding module collection and recycling liabilities.

We estimate allowances for credit losses using relevant available information from both internal and external sources.

We recognize grants

If the qualitative assessment indicates it is more likely than not that a reporting unit’s fair value is less than its carrying value, we perform a quantitative impairment test.

Such deferred revenue results from advance payments received on sales of solar modules.

As an alternative form of our standard limited module power output warranty, from time to time we have also offered an aggregated or system-level limited module performance warranty, which is designed for utility-scale systems and provides 25-year system-level energy degradation protection.

This warranty represents a practical expedient to address the challenge of identifying, from the potential millions of modules installed in a utility-scale system, individual modules that may be performing below warranty thresholds by focusing on the aggregate energy generated by the system rather than the power output of individual modules.

As of December 31, 2023 and 2022, all of our derivative instruments were designated as cash flow hedges or as derivative instruments not accounted for using hedge accounting methods.

For certain contracts, we may also be required to make liquidated damage payments if we fail to deliver modules that meet certain U.S. domestic content requirements.

We recognize these liquidated damages as a reduction of revenue in the period we transfer control of the modules to the customer.

In March 2021, we completed the sale of our North American O&M operations to a subsidiary of Clairvest and received total consideration of $149.1 million.

Sale of U.S. Project Development Business

In January 2021, we entered into an agreement with Leeward, a subsidiary of the Ontario Municipal Employees Retirement System, for the sale of our U.S. project development business.

In March 2021, we completed the transaction and received consideration of $151.4 million for the sale of such business.

| /s/ MARK R. WIDMAR | | | | | | Chief Executive Officer and Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ ALEXANDER R. BRADLEY | | | | | | Chief Financial Officer | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ MICHAEL J. AHEARN | | | | | | Chair of the Board of Directors | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ MOLLY E. JOSEPH | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ LISA A. KRO | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ WILLIAM J. POST | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ PAUL H. STEBBINS | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ MICHAEL SWEENEY | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| /s/ NORMAN L. WRIGHT | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |

| Date: February 25, 2025 | | | By: | | | | | | /s/ NATHAN THEURER | | |

| | | | Name: | | | | | | Nathan Theurer | | |

| /s/ VENKATA RENDUCHINTALA | | | | | | Director | | | | | | February 25, 2025 | | |

| Venkata Renduchintala | | | | | | | | | | | | | | |

| Date: February 27, 2024 | | | By: | | | | | | /s/ BYRON JEFFERS | | |

| | | | Name: | | | | | | Byron Jeffers | | |

| | | | | | | | | | | | | | | |

| /s/ RICHARD D. CHAPMAN | | | | | | Director | | | | | | February 27, 2024 | | |

| Richard D. Chapman | | | | | | | | | | | | | | |

| /s/ ANITA MARANGOLY GEORGE | | | | | | Director | | | | | | February 27, 2024 | | |

| Anita Marangoly George | | | | | | | | | | | | | | |

| /s/ GEORGE A. HAMBRO | | | | | | Director | | | | | | February 27, 2024 | | |

| George A. Hambro | | | | | | | | | | | | | | |

| /s/ CRAIG KENNEDY | | | | | | Director | | | | | | February 27, 2024 | | |

| Craig Kennedy | | | | | | | | | | | | | | |