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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gualy Jaime Eduardo

(Last) (First) (Middle)
1211 E 4TH ST.

(Street)
AUSTIN TX 78702

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
T1 Energy Inc. [ TE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/29/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/29/2026 M 91,666(1) A $3.72 91,666 D
Common Stock 07/29/2026 F 29,383(2) D $3.72 62,283(3) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (RSUs) (1) 07/29/2026 M 91,600 07/29/2026(4) (4) Shares of Common Stock 91,666 (1) 183,334 D
Explanation of Responses:
1. This transaction represents the vesting on July 29, 2026 of 91,666 Restricted Stock Units ("RSUs") granted on July 29, 2025 under the Company's 2021 Equity Incentive Plan (as amended and restated on April 22, 2024) and reported on the Form 4 filed August 25, 2025. This relates to the vesting of the first of three equal annual installments (further details in Note 4 below). Each RSU represents the right to receive one share of Common Stock. These 91,666 RSUs were settled in shares of Common Stock on July 29, 2026.
2. This transaction represents 29,383 shares of Common Stock withheld for tax obligations in connection with the settlement on July 29, 2026 of 91,666 RSUs that vested on July 29, 2026 (the first of three equal annual installments). The vesting of those 91,666 RSUs is described in Note 1 above.
3. The 62,283 shares of Common Stock beneficially owned following the reported transactions reflects: (i) 91,666 shares acquired upon vesting of RSUs on July 29, 2026 (Note 1 above); less (v) 29,383 shares withheld for tax upon settlement of RSUs on July 29, 2026 (Note 2 above).
4. The RSUs reported on the Form 4 filed August 25, 2025 were granted for a total of 275,000 RSUs vesting in three equal annual installments: one-third vested on July 29, 2026; one-third will vest on July 29, 2027; and the remaining one-third will vest on July 29, 2028. Following the vesting and settlement of the first installment reported herein, 183,334 RSUs remain outstanding.
Remarks:
/s/ Harold Callo Sanchez, as Attorney-in-Fact 07/30/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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