Array Technologies, Inc. 10-Q

Item 1. Financial Statements. Array Technologies, Inc. Condensed Consolidated Balance Sheets (unaudited) (in thousands, except per share and share amounts) June 30, 2025 December 31, 2024 ASSETS Current assets Cash and cash equivalents $ 377,271 $ 362,992 Restricted cash 1,499 1,149 Accounts receivable, net of allowance of $ 6,821 and $ 4,848 , respectively 367,175 275,838 Inventories, net 177,966 200,818 Prepaid expenses and other 114,543 157,927 Total current assets 1,038,454 998,724 Property, plant and equipment, net 35,081 26,222 Goodwill 172,608 160,189 Other intangible assets, net 174,346 181,409 Deferred income tax assets 25,166 17,754 Other assets 96,503 41,701 Total assets $ 1,542,158 $ 1,425,999 LIABILITIES, REDEEMABLE PERPETUAL PREFERRED STOCK AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 161,248 $ 172,368 Accrued expenses and other 101,578 91,183 Income tax payable 4,982 5,227 Deferred revenue 151,758 119,775 Current portion of contingent consideration 2,563 1,193 Current portion of warranty liability 2,369 2,063 Current portion of debt 36,257 30,714 Other current liabilities 7,580 15,291 Total current liabilities 468,335 437,814 Deferred income tax liabilities 22,775 21,398 Contingent consideration, net of current portion 5,294 7,868 Warranty liability, net of current portion 5,606 4,830 Long-term debt, net of current portion 657,591 646,570 Other long-term liabilities 17,262 18,684 Total liabilities 1,176,863 1,137,164 1 Array Technologies, Inc. Condensed Consolidated Balance Sheets (unaudited) (continued) (in thousands, except per share and share amounts) June 30, 2025 December 31, 2024 Commitments and contingencies (Note 11) Series A Redeemable Perpetual Preferred Stock of $ 0.001 par value; 500,000 authorized; 475,517 and 460,920 shares issued as of June 30, 2025 and December 31, 2024, respectively; liquidation preference of $ 493.1 million at both dates 436,162 406,931 Stockholders’ equity Preferred stock of $ 0.001 par value - 4,500,000 shares authorized; none issued at respective dates — — Common stock of $ 0.001 par value - 1,000,000,000 shares authorized; 152,660,615 and 151,951,652 shares issued at respective dates 151 151 Additional paid-in capital 248,285 297,780 Accumulated deficit ( 310,616 ) ( 370,624 ) Accumulated other comprehensive loss ( 8,687 ) ( 45,403 ) Total stockholders’ equity ( 70,867 ) ( 118,096 ) Total liabilities, redeemable perpetual preferred stock and stockholders’ equity $ 1,542,158 $ 1,425,999 See accompanying Notes to Condensed Consolidated Financial Statements. 2 Array Technologies, Inc. Condensed Consolidated Statements of Operations (unaudited) (in thousands, except per share amounts) Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Revenue $ 362,243 $ 255,766 $ 664,606 $ 409,169 Cost of revenue Cost of product and service revenue 261,479 166,173 483,775 260,847 Amortization of developed technology 3,640 3,640 7,279 7,279 Total cost of revenue 265,119 169,813 491,054 268,126 Gross profit 97,124 85,953 173,552 141,043 Operating expenses General and administrative 44,954 36,971 88,899 74,755 Change in fair value of contingent consideration 150 503 — ( 232 ) Depreciation and amortization 5,644 8,877 10,993 18,504 Total operating expenses 50,748 46,351 99,892 93,027 Income from operations 46,376 39,602 73,660 48,016 Interest income 3,800 4,782 7,119 8,462 Interest expense ( 8,768 ) ( 8,614 ) ( 16,803 ) ( 17,554 ) Foreign currency gain (loss), net 1,343 ( 468 ) 2,032 ( 967 ) Gain on extinguishment of debts, net 14,207 — 14,207 — Other expense, net ( 79 ) ( 1,794 ) ( 56 ) ( 980 ) Total other income (expense), net 10,503 ( 6,094 ) 6,499 ( 11,039 ) Income before income tax expense 56,879 33,508 80,159 36,977 Income tax expense 13,617 7,810 20,151 9,114 Net income 43,262 25,698 60,008 27,863 Preferred dividends and accretion 14,788 13,749 29,231 27,251 Net income to common shareholders $ 28,474 $ 11,949 $ 30,777 $ 612 Income per common share Basic $ 0.19 $ 0.08 $ 0.20 $ — Diluted $ 0.19 $ 0.08 $ 0.20 $ — Weighted average number of common shares outstanding Basic 152,584 151,797 152,331 151,574 Diluted 153,068 152,207 152,958 152,170 See accompanying Notes to Condensed Consolidated Financial Statements. 3 Array Technologies, Inc. Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) (in thousands) Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Net income $ 43,262 $ 25,698 $ 60,008 $ 27,863 Foreign currency translation (1) 21,439 ( 43,768 ) 36,716 ( 63,010 ) Comprehensive income (loss) $ 64,701 $ ( 18,070 ) $ 96,724 $ ( 35,147 ) (1) There are no tax effects on foreign currency adjustments. See accompanying Notes to Condensed Consolidated Financial Statements. 4 Array Technologies, Inc. Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited) (in thousands) Three Months Ended June 30, 2025 Temporary Equity Permanent Equity Series A Redeemable Perpetual Preferred Stock Preferred Stock Common Stock Shares Amount Shares Amount Shares Amount Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Stockholders’ Equity Balance at March 31, 2025 468 $ 421,374 — $ — 152,513 $ 151 $ 286,079 $ ( 353,878 ) $ ( 30,126 ) $ ( 97,774 ) Shares issued in connection with: Vesting of restricted stock units — — — — 148 — — — — — Employee purchase plan — — — — — — 81 — — 81 Equity-based compensation — — — — — — 3,817 — — 3,817 Tax withholding related to vesting of equity-based compensation — — — — — — ( 215 ) — — ( 215 ) Purchase of 2031 Capped Calls, net of tax effect — — — — — — ( 26,689 ) — — ( 26,689 ) Preferred cumulative dividends plus accretion 8 14,788 — — — — ( 14,788 ) — — ( 14,788 ) Net income — — — — — — — 43,262 — 43,262 Foreign currency translation — — — — — — — — 21,439 21,439 Balance at June 30, 2025 476 $ 436,162 — $ — 152,661 $ 151 $ 248,285 $ ( 310,616 ) $ ( 8,687 ) $ ( 70,867 ) 5 Array Technologies, Inc. Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited) (in thousands) Three Months Ended June 30, 2024 Temporary Equity Permanent Equity Series A Redeemable Perpetual Preferred Stock Preferred Stock Common Stock Shares Amount Shares Amount Shares Amount Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Stockholders’ Equity Balance at March 31, 2024 439 $ 364,762 — $ — 151,727 $ 151 $ 333,570 $ ( 128,065 ) $ 25,568 $ 231,224 Shares issued in connection with: Vesting of restricted stock units — — — — 148 — — — — — Employee purchase plan — — — — — — 134 — — 134 Equity-based compensation — — — — — — 425 — — 425 Preferred cumulative dividends plus accretion 7 13,750 — — — — ( 13,750 ) — — ( 13,750 ) Net income — — — — — — — 25,698 — 25,698 Foreign currency translation — — — — — — — — ( 43,768 ) ( 43,768 ) Balance at June 30, 2024 446 $ 378,512 — $ — 151,875 $ 151 $ 320,379 $ ( 102,367 ) $ ( 18,200 ) $ 199,963 6 Array Technologies, Inc. Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited) (in thousands) Six Months Ended June 30, 2025 Temporary Equity Permanent Equity Series A Redeemable Perpetual Preferred Stock Preferred Stock Common Stock Shares Amount Shares Amount Shares Amount Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Stockholders’ Equity Balance at December 31, 2024 460 $ 406,931 — $ — 151,952 $ 151 $ 297,780 $ ( 370,624 ) $ ( 45,403 ) $ ( 118,096 ) Shares issued in connection with: Vesting of restricted stock units — — — — 666 — — — — — Employee purchase plan — — — — 43 — 303 — — 303 Equity-based compensation — — — — — — 6,615 — — 6,615 Tax withholding related to vesting of equity-based compensation — — — — — — ( 493 ) — — ( 493 ) Purchase of 2031 Capped Calls, net of tax effect — — — — — — ( 26,689 ) — — ( 26,689 ) Preferred cumulative dividends plus accretion 16 29,231 — — — — ( 29,231 ) — — ( 29,231 ) Net income — — — — — — — 60,008 — 60,008 Foreign currency translation — — — — — — — — 36,716 36,716 Balance at June 30, 2025 476 $ 436,162 — $ — 152,661 $ 151 $ 248,285 $ ( 310,616 ) $ ( 8,687 ) $ ( 70,867 ) 7 Array Technologies, Inc. Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited) (in thousands) Six Months Ended June 30, 2024 Temporary Equity Permanent Equity Series A Redeemable Perpetual Preferred Stock Preferred Stock Common Stock Shares Amount Shares Amount Shares Amount Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Stockholders’ Equity Balance at December 31, 2023 432 $ 351,260 — $ — 151,242 $ 151 $ 344,517 $ ( 130,230 ) $ 44,810 $ 259,248 Shares issued in connection with: Vesting of restricted stock units — — — — 608 — — — — — Employee purchase plan — — — — 25 — 497 — — 497 Equity-based compensation — — — — — — 4,339 — — 4,339 Tax withholding related to vesting of equity-based compensation — — — — — — ( 1,722 ) — — ( 1,722 ) Preferred cumulative dividends plus accretion 14 27,252 — — — — ( 27,252 ) — — ( 27,252 ) Net income — — — — — — — 27,863 — 27,863 Foreign currency translation — — — — — — — — ( 63,010 ) ( 63,010 ) Balance at June 30, 2024 446 $ 378,512 — $ — 151,875 $ 151 $ 320,379 $ ( 102,367 ) $ ( 18,200 ) $ 199,963 See accompanying Notes to Condensed Consolidated Financial Statements. 8 Array Technologies, Inc. Condensed Consolidated Statements of Cash Flows (unaudited) (in thousands) Six Months Ended June 30, 2025 2024 Operating activities Net income $ 60,008 $ 27,863 Adjustments to reconcile net income to cash provided by operating activities: Provision for bad debts 1,910 1,696 Deferred tax benefit ( 246 ) ( 3,501 ) Depreciation and amortization 12,188 19,456 Amortization of developed technology 7,279 7,279 Amortization of debt discount and issuance costs 3,457 3,101 Gain on extinguishment of debts, net ( 14,207 ) — Equity-based compensation 6,696 4,836 Change in fair value of contingent consideration — ( 232 ) Warranty provision 5,336 ( 61 ) Inventory reserve 2,682 1,227 Loss on disposal of fixed assets 10 — Changes in working capital, net ( 54,331 ) ( 10,205 ) Net cash provided by operating activities 30,782 51,459 Investing activities Purchase of property, plant and equipment ( 8,983 ) ( 4,527 ) Retirement/disposal of property, plant and equipment — 39 Net cash used in investing activities ( 8,983 ) ( 4,488 ) Financing activities Proceeds from issuance of other debt 57,064 12,684 Proceeds from issuance of convertible notes 345,000 — Premium paid on capped call ( 35,087 ) — Fees paid on issuance of convertible notes ( 10,434 ) — Repayments of other debt ( 54,754 ) ( 12,671 ) Repayments of term loan facility ( 233,875 ) ( 2,150 ) Repayments of convertible notes ( 78,363 ) — Contingent consideration payments ( 1,204 ) ( 1,427 ) Other financing ( 1,123 ) ( 580 ) Net cash used in financing activities ( 12,776 ) ( 4,144 ) Effect of exchange rate changes on cash and cash equivalent balances 5,606 ( 9,587 ) Net change in cash and cash equivalents and restricted cash 14,629 33,240 Cash and cash equivalents, and restricted cash beginning of period 364,141 249,080 Cash and cash equivalents and restricted cash, end of period $ 378,770 $ 282,320 See accompanying Notes to Condensed Consolidated Financial Statements. 9 Array Technologies, Inc. Notes to Condensed Consolidated Financial Statements (Unaudited) 1. Organization and Business Array Technologies, Inc. (the “Company”) is a leading global provider of solar tracking technology products, software, and services for utility-scale solar energy projects and distributed generation customers, who construct, develop and operate solar PV sites, and is headquartered in Albuquerque, New Mexico. On January 11, 2022, the Company acquired 100 % of the share capital of Soluciones Técnicas Integrales Norland, S.L.U., a Spanish private limited liability Company, and its subsidiaries (collectively, “STI”) with cash and common stock of the Company (the “STI Acquisition”). The STI Acquisition was accounted for as a business combination. Upon completion of the STI Acquisition, the Company began operating as two reportable operating segments: the Array legacy operating segment (“Array Legacy Operations”) and the acquired operating segment (“STI Operations”) pertaining to STI. 2. Summary of Significant Accounting Policies Basis of Accounting and Presentation The accompanying unaudited condensed consolidated financial statements in this Quarterly Report have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. In the opinion of Array’s management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of results for the interim periods reported have been included. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 3, 2025. Principles of Consolidation The condensed consolidated financial statements include the accounts of Array Technologies, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated upon consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during the reporting period. Although management believes its estimates are reasonable, actual results could differ from those estimates. Inflation Reduction Act Vendor Rebates On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted into law, which includes numerous green energy credits. The 45X advanced manufacturing production tax credit (“45X Credit”) was established as part of the IRA. The section 45X Credit is a per-unit tax credit that is earned over time for each 10 clean energy component domestically produced and sold by a manufacturer. The Company has, and will continue to enter into, arrangements with manufacturing vendors that produce section 45X Credit eligible parts, in which the vendors agree to share a portion of the benefit received related to Array purchases, in the form of “Vendor Rebates.” The Company accounts for these Vendor Rebates as a reduction of the purchase prices of the vendors’ products and therefore a reduction in the cost of inventory until the inventory is sold, at which time the Company recognizes such rebates as a reduction of cost of product and service revenue on the condensed consolidated statements of operations. For vendor rebates related to past purchases that are owed to the Company upon execution of the agreement, the Company defers recognition of this portion of the rebate and recognizes the amounts as a reduction to cost of product and service revenue as future purchases occur. As of June 30, 2025, the Company had an outstanding Vendor Rebate receivable of $ 69.9 million and $ 55.7 million included in Prepaid expenses and other and Other assets, respectively. As of December 31, 2024 the Company had an outstanding Vendor Rebate receivable of $ 115.5 million and zero , included in Prepaid expenses and other and Other assets, respectively. Inflation Reduction Act 45X Credits The Company accounts for the 45X Advanced Manufacturing Production Credit established by the IRA, under IAS 20 - Accounting for Government Grants and Disclosure of Government Assistance (“IAS 20”), as a reduction to production costs. The tax credit is recorded as a reduction to the Income tax payable on the condensed consolidated balance sheets dated June 30, 2025 and December 31, 2024. On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (“OBBB”). The OBBB extended key provisions of the 2017 Tax Cuts and Jobs Act including, but not limited to, federal bonus depreciation and deductions for domestic research and development expenditures. The Company is currently evaluating the income tax impact of OBBB on the Company’s future consolidated financial statements. Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the consideration transferred over the estimated fair value of assets acquired and liabilities assumed in a business combination. Intangible assets are measured at their respective fair values as of the acquisition date and may be subject to adjustment within the measurement period, which may be up to one year from the acquisition date. The Company does not amortize goodwill but instead tests goodwill for impairment annually, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Such triggering events potentially warranting an annual or interim goodwill impairment assessment include, among other factors, declines in historical or projected revenue, operating income or cash flows, and sustained decreases in the Company’s stock price or market capitalization. Goodwill is assessed for impairment using either a qualitative assessment or quantitative approach to determine whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount. The qualitative assessment evaluates factors including macroeconomic conditions, industry-specific and company-specific considerations, legal and regulatory environments, and historical performance. If the Company cannot determine if it is more likely than not that the fair value of a reporting unit is greater than its carrying value, a quantitative assessment is performed. The quantitative approach compares the estimated fair value of the reporting unit to its carrying amount, including goodwill. Impairment is indicated if the estimated fair 11 value of the reporting unit is less than the carrying amount of the reporting unit, and an impairment charge is recognized for the differential. When determining the fair value of a reporting unit using the quantitative approach, we determine the fair value of the reporting unit using an income approach based on discounted cash flows. The fair value determined under the income approach is then compared to guideline publicly-traded companies (“GPC”) market place EBITDA multiples to corroborate the fair value of the reporting unit determined under the income approach. The Company has no t identified any indicators of impairment that would require the Company to test its goodwill for impairment as of June 30, 2025. Equity Investment On November 6, 2024, Array invested $ 3.0 million through a Simple Agreement for Future Equity (“SAFE”) with a technology company. On June 2, 2025, the SAFE investment converted into 182,669 preferred shares of the company at the predetermined price. Array will invest up to $ 2.0 million in future SAFEs contingent upon the achievement of defined milestones by the technology company. The initial investment of $ 3.0 million was recorded as an equity investment at cost and is included within Other assets on the condensed consolidated balance sheet. The investment will be carried at cost and remeasured to fair value if impaired or if there are observable transaction prices. The conversion did not result in the recognition of a gain or loss. Long-Lived Assets In testing long-lived assets and goodwill for impairment, the Company first tests its long-lived assets for impairment, and then tests the goodwill of a reporting unit that includes the long-lived assets covered under the long-lived asset test for impairment. If an asset group includes only a portion of a reporting unit, the carrying amount of goodwill is not included in the asset group. The carrying values are adjusted, if necessary, for the result of each impairment test prior to performing the next test. When events, circumstances or operating results indicate that the carrying values of long-lived assets might not be recoverable through future operations, the Company prepares projections of the undiscounted future cash flows expected to be generated from the underlying asset group and the cash flows resulting from the asset grouping’s eventual disposition. If the projections indicate that the underlying asset grouping is not expected to be recoverable, the estimated fair value of the asset group is determined. An impairment loss is recognized based on the difference between the carrying value of the asset group and its estimated fair value. The loss is allocated to the long-lived assets. The Company has no t identified indicators of impairment that would require the Company to test its long-lived assets for impairment as of June 30, 2025. Revenue Recognition A majority of our revenue is recognized over time as work progresses, and for single performance obligations, we use an input measure, the cost-to-cost method, to determine progress. We review and update the contract related estimates on an ongoing basis and recognize adjustments for any project specific facts and circumstances that could impact the measurement of the extent of progress such as the total costs to complete 12 the contracts, under the cumulative catch-up method. Due to the relatively short duration of our outstanding performance obligations, and our ability to estimate the remaining costs to be incurred, which are substantially all material costs covered under our material supply agreements with our suppliers, we have not recorded any material catch-up adjustments for the periods presented that would have impacted revenues or EPS related to revisions in our measurement of remaining progress of our performance obligations. Research and Development The Company incurs research and development costs while researching and developing new products and significant enhancements to existing products. Research and development costs consist primarily of personnel-related costs associated with our internal engineers, third-party consultants, materials and overhead. The Company expenses these costs as incurred prior to a respective product being ready for commercial production. Research and development expense was $ 2.5 million and $ 1.8 million during the three months ended June 30, 2025 and 2024, respectively, and $ 4.9 million and $ 3.7 million during the six months ended June 30, 2025 and 2024, respectively. Recently Issued Accounting Pronouncements In December 2023, the Financial Accounting Standards Board (the “FASB”) issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. The standard will become effective for the Company’s fiscal year ending December 31, 2025, with early adoption permitted. The Company will adopt this reporting standard with its annual report on Form 10-K for 2025 and expects no material impacts upon adoption. In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40), which requires public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 31, 2026, and for interim periods beginning after December 31, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03. 3. Condensed Consolidated Balance Sheet Details Inventories, net Inventories, net consisted of the following (in thousands): June 30, 2025 December 31, 2024 Raw materials $ 57,594 $ 60,588 Finished goods 120,372 140,230 Total Inventories, net $ 177,966 $ 200,818 The Company values inventory using the moving average cost method that approximates the first-in, first-out method (“FIFO”). As of June 30, 2025, inventory valued using moving average cost and FIFO was $ 139.6 million and $ 38.3 million, respectively. As of December 31, 2024, inventory valued using moving average cost and FIFO, was $ 154.4 million and $ 46.4 million, respectively. 13 Prepaid expenses and other current assets The following table shows the components of Prepaid expenses and other current assets (in thousands): June 30, 2025 December 31, 2024 IRA vendor rebates $ 69,906 $ 115,458 Prepaid taxes 25,305 14,650 Other 19,332 27,819 Total Prepaid expenses and other current assets $ 114,543 $ 157,927 4. Property, Plant and Equipment, Net Property, plant and equipment, net consisted of the following (in thousands, except useful lives): Estimated Useful Lives (Years) June 30, 2025 December 31, 2024 Land N/A $ 1,650 $ 1,585 Buildings and land improvements 15 - 39 10,871 9,108 Manufacturing equipment 7 29,002 27,853 Furniture, fixtures and equipment 5 - 7 5,370 4,287 Vehicles 5 627 603 Hardware 3 - 5 3,946 3,603 Construction in progress N/A 9,789 3,948 Total 61,255 50,987 Less: accumulated depreciation ( 26,174 ) ( 24,765 ) Property, plant and equipment, net $ 35,081 $ 26,222 Depreciation expense was $ 1.1 million and $ 1.1 million for the three months ended June 30, 2025 and 2024, respectively, of which $ 0.6 million and $ 0.4 million, respectively, was included in Cost of product and service revenue and $ 0.5 million and $ 0.7 million, respectively, was included in Depreciation and amortization on the accompanying condensed consolidated statements of operations. Depreciation expense was $ 2.2 million and $ 2.0 million for the six months ended June 30, 2025 and 2024, respectively, of which $ 1.2 million and $ 0.9 million, respectively, was included in Cost of product and service revenue and $ 1.0 million and $ 1.1 million, respectively, was included in Depreciation and amortization on the accompanying condensed consolidated statements of operations. 14 5. Goodwill and Other Intangible Assets, Net Goodwill Changes in the carrying amount of goodwill by operating segment during the six months ended June 30, 2025, consisted of the following (in thousands): Array Legacy Operations STI Operations Total Beginning balance $ 69,727 $ 90,462 $ 160,189 Foreign currency translation — 12,419 12,419 Ending balance (1) $ 69,727 $ 102,881 $ 172,608 (1) Goodwill attributable to Array Legacy Operations is net of cumulative impairments of $ 51.9 million. Goodwill attributable to STI Operations is net of cumulative impairments of $ 236.0 million. The Company tests goodwill for impairment annually or more frequently if facts and circumstances indicate that it is more likely than not that the fair value of its reporting units is less than their carrying value, which would require the Company to perform an interim goodwill impairment test. There were no indicators of impairment as of June 30, 2025. Long Lived Assets The Company assesses long-lived assets classified as “held and used,” including property, plant and equipment, lease assets and intangible assets for impairment whenever events or changes in circumstances arise, including consideration of technological obsolescence, that may indicate that the carrying amount of such assets may not be recoverable. As of June 30, 2025, no events or circumstances were noted that would indicate the carrying amount of any of Array Legacy’s Operations or STI Operations assets may not be recoverable. 15 Other Intangible Assets, Net Other intangible assets, net consisted of the following (in thousands, except useful lives): Estimated Useful Lives (Years) June 30, 2025 December 31, 2024 Amortizable: Developed technology 14 $ 203,800 $ 203,800 Computer software 3 15,906 15,826 Customer relationships 10 191,480 179,166 Backlog 1 19,195 16,877 Trade name 20 17,193 15,117 Total amortizable intangibles 447,574 430,786 Accumulated amortization: Developed technology 130,740 123,462 Computer software 14,836 14,552 Customer relationships 115,774 102,541 Backlog 19,195 16,877 Trade name 2,983 2,245 Total accumulated amortization 283,528 259,677 Total amortizable intangibles, net 164,046 171,109 Non-amortizable: Trade name 10,300 10,300 Total other intangible assets, net $ 174,346 $ 181,409 Amortization expense related to intangible assets was $ 8.7 million and $ 11.8 million for the three months ended June 30, 2025 and 2024, respectively, of which $ 3.6 million was included in Amortization of developed technology, a component of cost of revenue, in both periods and $ 5.1 million and $ 8.1 million, respectively, was included in Depreciation and amortization, on the accompanying condensed consolidated statements of operations. Amortization expense related to intangible assets was $ 17.3 million and $ 24.7 million for the six months ended June 30, 2025 and 2024, respectively, of which $ 7.3 million was included in Amortization of developed technology, a component of cost of revenue, in both periods and $ 10.0 million and $ 17.4 million, respectively, was included in Depreciation and amortization, on the accompanying condensed consolidated statements of operations. 16 Estimated future amortization expense of intangible assets as of June 30, 2025, is as follows (in thousands): Amount Remainder of 2025 $ 18,032 2026 30,577 2027 25,614 2028 25,614 2029 25,614 Thereafter 38,595 $ 164,046 6. Income Taxes The Company follows guidance under ASC Topic 740-270 Income Taxes , which requires that an estimated annual effective tax rate is applied to year-to-date ordinary income (loss). At the end of each interim period, the Company estimates the effective tax rate expected to be applicable for the full fiscal year. The tax effect of discrete items is recorded in the quarter in which the discrete events occur. The Company recorded Income tax expense of $ 13.6 million and $ 7.8 million for the three months ended June 30, 2025 and 2024, respectively, and an expense of $ 20.2 million and $ 9.1 million for the six months ended June 30, 2025 and 2024, respectively. The income tax expense for the three and six months ended June 30, 2025 was favorably impacted by tax credits recorded during the periods. Additionally, tax expense of $ 0.1 million and $ 1.2 million related to equity-based compensation was recorded discretely for the three and six months ended June 30, 2025, respectively. The income tax expense for the three and six months ended June 30, 2024 was impacted by higher profits in non-US jurisdictions. Additionally, tax expense of $ 0.1 million and $ 0.5 million related to equity-based compensation was recorded discretely for the three and six months ended June 30, 2024. The OBBB, as defined in Note 2, extended key provisions of the 2017 Tax Cuts and Jobs Act, including, but not limited to, federal bonus depreciation and deductions for domestic research and development expenditures. The Company is currently evaluating the income tax impact of OBBB on the Company’s future consolidated financial statements. As of June 30, 2025 and 2024, the balance of reserves for uncertain tax positions was $ 0.7 million and zero , respectively. 17 7. Debt The following table summarizes the Company’s total debt (in thousands): June 30, 2025 December 31, 2024 Senior Secured Credit Facility: Term loan facility $ — $ 233,875 Revolving credit facility — — Total secured credit facility — 233,875 2028 Convertible notes 325,000 425,000 2031 Convertible notes 345,000 — Other debt 39,325 34,042 Total principal 709,325 692,917 Unamortized discount and issuance costs, total ( 15,477 ) ( 15,633 ) Current portion of debt ( 36,257 ) ( 30,714 ) Total long-term debt, net of current portion $ 657,591 $ 646,570 Senior Secured Credit Facility On October 14, 2020, the Company entered into a credit agreement (as amended, the “Credit Agreement”) governing the Company’s senior secured credit facility, consisting of (i) a $ 575 million senior secured 7-year term loan facility (the “Term Loan Facility”) and (ii) a $ 200 million senior secured 5-year revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Senior Secured Credit Facility”). The Credit Agreement was amended on February 23, 2021, on February 26, 2021 and again on March 2, 2023 (the “Third Amendment”). On May 1, 2025, Array Tech, Inc. and ATI Investment Sub, Inc., both wholly owned subsidiaries of the Company, entered into an amendment (the “Fourth Amendment”) to the Credit Agreement. The Fourth Amendment, among other things, (i) refinanced the Revolving Credit Facility with new revolving commitments and loans thereunder and (ii) revised the Consolidated First Lien Secured Leverage Ratio as applicable under Section 7.09 (Financial Covenant) of the Credit Agreement from 7.10 :1.00 to 5.50 :1.00. As amended by the Fourth Amendment, the Revolving Credit Facility has total commitments of $ 166 million and a maturity date of October 14, 2028. The Company was in compliance with all applicable covenants under the Credit Agreement as of June 30, 2025. Term Loan Facility At December 31, 2024, the outstanding balance on the Term Loan Facility was $ 233.9 million, presented in the accompanying condensed consolidated balance sheets net of debt discount and issuance costs of $ 7.9 million. During the second quarter of 2025, the Company repaid in full the remaining balance of the Term Loan Facility using proceeds from the issuance of the 2031 Convertible Notes (as defined below). As a result, the Term Loan Facility was fully extinguished and no longer outstanding as of June 30, 2025. The $ 5.9 million in unamortized debt discount and issuance costs were written off in connection with the extinguishment and recorded in Gain on extinguishment of debts, net. 18 Revolving Credit Facility The Company had no outstanding balance under the Revolving Credit Facility at both June 30, 2025 and December 31, 2024. At June 30, 2025 and December 31, 2024 the Company had $ 32.3 million and $ 28.0 million, respectively, in standby letters of credit, and $ 133.7 million and $ 172.0 million, respectively, available to withdraw against total commitments under the Revolving Credit Facility of $ 166.0 million and $ 200.0 million, respectively. The Revolving Credit Facility incurs interest at the Company’s election, at either (x) for SOFR Loans at Adjusted Term SOFR (as defined in the Credit Agreement) plus 3.25 % or (y) for Base Rate Loans at the higher of the Prime Rate (each as defined in the Credit Agreement), one half of 1.00 % above the Federal Funds Rate (as defined in the Credit Agreement) or the Adjusted Term SOFR for one-month interest period, after giving effect to any floor plus 1.00 %, plus 2.25 %. Convertible Notes On December 3, 2021 and December 9, 2021, the Company completed a $ 425 million private offering ($ 375 million and $ 50 million, respectively), of its 1.00 % Convertible Senior Notes due 2028 (the “2028 Convertible Notes”), resulting in net proceeds of $ 413.3 million ($ 364.7 million and $ 48.6 million, respectively), after deducting the original issue discount of 2.75 % but before deducting initial purchasers’ discounts and offering expenses. The 2028 Convertible Notes were issued pursuant to an indenture, dated December 3, 2021, between the Company and U.S. Bank National Association, as trustee. The 2028 Convertible Notes are senior unsecured obligations of the Company and will mature on December 1, 2028, unless earlier converted, redeemed, or repurchased. Interest is payable semiannually in arrears at a rate of 1.00 % per year on June 1 and December 1 of each year, beginning on June 1, 2022. On June 27, 2025, the Company issued aggregate principal amount of $ 345 million of its 2.875 % Convertible Senior Notes due 2031 (the “2031 Convertible Notes” and, together with the 2028 Convertible Notes, the “Convertible Notes”) in a private placement. The Company incurred $ 10.4 million of initial purchasers’ discounts and offering expenses, resulting in net proceeds of $ 334.6 million. The 2031 Convertible Notes were issued pursuant to an indenture, dated June 27, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “2031 Indenture”). The 2031 Convertible Notes are senior unsecured obligations of the Company and will mature on July 1, 2031, unless earlier converted, redeemed, or repurchased. Interest is payable semiannually in arrears at a rate of 2.875 % per year on January 1 and July 1 of each year, beginning on January 1, 2026. The Company used approximately $ 78.4 million of the proceeds from the 2031 Convertible Notes to repurchase $ 100.0 million aggregate principal amount of the 2028 Convertible Notes. The repurchased 2028 Convertible Notes had a net carrying value of $ 98.5 million, inclusive of unamortized debt discount, resulting in a gain on extinguishment of debt of approximately $ 20.1 million. This gain is recorded in Gain on extinguishment of debts, net in the Company’s condensed consolidated statements of operations. As of June 30, 2025 and December 31, 2024, the principal balance of the 2028 Convertible Notes was $ 325.0 million and $ 425.0 million, respectively, with unamortized discount and issuance costs of $ 5.0 million and $ 7.5 million, respectively, for a net carrying amount of $ 320.0 million and $ 417.5 million, respectively. As of June 30, 2025, the principal balance of the 2031 Convertible Notes was $ 345.0 million with unamortized issuance costs of $ 10.4 million, for a net carrying amount of $ 334.6 million. Neither the 2028 Convertible Notes nor the 2031 Convertible Notes were convertible during the three and six months ended June 30, 2025, and none have been converted to date. As the average market price of the 19 Company’s common stock has not exceeded the applicable conversion prices, there was no dilutive impact from either series of Convertible Notes for the three and six months ended June 30, 2025. Redemption At any time prior to the close of business on the business day immediately preceding April 1, 2031, the 2031 Convertible Notes are convertible at the option of the holders only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2025 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price then in effect on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of the 2031 Convertible Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s common stock and the conversion rate for the 2031 Convertible Notes on each such trading day; (3) if the Company calls such 2031 Convertible Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date, but only with respect to the 2031 Convertible Notes called (or deemed called) for redemption; or (4) upon the occurrence of specified corporate events as described in the Indenture. On or after April 1, 2031, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the 2031 Convertible Notes may convert all or any portion of their 2031 Convertible Notes at any time regardless of the foregoing circumstances. Upon conversion of the 2031 Convertible Notes, the Company will pay cash up to the aggregate principal amount of the 2031 Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the 2031 Convertible Notes being converte d . T he Company may redeem (an “Optional Redemption”) for cash all or any portion of the 2031 Convertible Notes, at its option, on or after July 6, 2029, if the last reported sale price of the Company’s common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2031 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company redeems less than all the outstanding 2031 Convertible Notes, at least $ 100 million aggregate principal amount of 2031 Convertible Notes must be outstanding and not subject to redemption as of the date of the relevant notice of redemption. No sinking fund is provided for the 2031 Convertible Notes. The conversion rate for the 2028 Convertible Notes was initially, and remains currently, 41.9054 shares of the Company’s common stock per $ 1,000 principal amount, which is equivalent to an initial conversion price of approximately $ 23.86 per share, or 10.1 million shares of common stock. The conversion rate for the 2031 Convertible Notes was initially 123.1262 shares per $ 1,000 principal amount, equivalent to a conversion price of approximately $ 8.12 per share of common stock. The conversion rate for the Convertible Notes is subject to adjustment under certain circumstances in accordance with the terms of each of the Indentures. In addition, following certain corporate events that occur prior to the maturity date of the 2031 Convertible Notes or if the Company delivers a notice of redemption in respect of the 2031 Convertible Notes, the Company will, under 20 certain circumstances, increase the conversion rate of the 2031 Convertible Notes for a holder who elects to convert its 2031 Convertible Notes (or any portion thereof) in connection with such a corporate event or convert its 2031 Convertible Notes called (or deemed called) for redemption during the related Redemption Period (as defined in the 2031 Indenture), as the case may be. If the Company undergoes a Fundamental Change (as defined in the 2031 Indenture), holders may require, subject to certain conditions and exceptions, the Company to repurchase for cash all or any portion of their 2031 Convertible Notes at a Fundamental Change Repurchase Price (as defined in the Indenture) equal to 100 % of the principal amount of the 2031 Convertible Notes to be repurchased, plus accrued and unpaid interest, to, but excluding, the Fundamental Change Repurchase Date (as defined in the 2031 Indenture). The Indenture includes customary covenants and sets forth certain events of default after which the 2031 Convertible Notes may be declared immediately due and payable and sets forth certain types of bankruptcy or insolvency events of default involving the Company or certain of its subsidiaries after which the 2031 Convertible Notes become automatically due and payable. Capped Calls In connection with the issuances of the Convertible Notes, the Company entered into separate capped call transactions with certain financial institutions. The capped calls are designed to reduce potential dilution to the Company’s common stockholders upon conversion of the related series of Convertible Notes and/or offset any cash payments the Company may be required to make in excess of the principal amount of the 2028 Convertible Notes or 2031 Convertible Notes, as applicable. In connection with the issuance of the 2028 Convertible Notes, the Company paid $ 52.9 million to enter into capped calls (the “2028 Capped Calls”). These instruments cover approximately 17.8 million shares of common stock, with an initial strike price of $ 23.86 and a cap price of $ 36.02 per share, subject to customary anti-dilution adjustments. These instruments are scheduled to expire on December 1, 2028. In connection with the early extinguishment of a portion of the 2028 Convertible Notes, none of the 2028 Capped Calls were settled, and the Company has not unwound, terminated, or otherwise adjusted any portion of these instruments. In connection with the issuance of the 2031 Convertible Notes, the Company paid $ 35.1 million to enter into the capped calls (the “2031 Capped Calls”). These instruments cover approximately 42.5 million shares of common stock, with an initial strike price of $ 8.12 and a cap price of $ 12.74 per share, subject to anti-dilution adjustments. These instruments are scheduled to expire on July 1, 2031. The net effect of the 2031 Capped Calls raises the conversion price on the 2031 Convertible Notes from $ 8.12 to $ 12.74 . However, the 2031 Capped Calls are separate transactions from the 2031 Convertible Notes and do not affect the terms of the 2031 Convertible Notes nor the rights of the note holders. Upon conversion of the 2031 Convertible Notes, the 2031 Capped Calls are expected to reduce potential dilution by delivering shares of the Company’s common stock (or, at the Company’s election and subject to certain conditions, the cash equivalent value) to the Company. Together, the 2028 Capped Calls and the 2031 Capped Calls are collectively referred to herein as the “Capped Calls”. At issuance of each of the Capped Calls, the Company concluded that the Capped Calls met the criteria for equity classification because they are indexed to the Company’s common stock and the Company has 21 discretion to settle the Capped Calls in shares or cash. As a result, the amount paid for the Capped Calls was recorded as a reduction to Additional paid-in capital. The Company made a tax election to integrate the 2031 Convertible Notes and the 2031 Capped Calls. The accounting impact of this tax election makes the 2031 Capped Calls deductible as original issue discount interest for tax purposes over the term of the note, and as a result, the Company established a Deferred income tax asset of $ 8.6 million at inception, with an offsetting adjustment to Additional paid-in capital on the consolidated balance sheets as of June 30, 2025. If the Convertible Notes are converted, the number of shares to be issued by the Company would be effectively partially offset by the shares of common stock received by the Company under the Capped Calls, thereby mitigating dilution. The Capped Calls are subject to termination or adjustment upon the occurrence of certain events, including mergers, tender offers, nationalization, insolvency, delisting of the Company’s common stock, events of default, changes in law, failure to deliver, stock splits, combinations, dividends, repurchases, or early conversion of the Convertible Notes. Other Debt Other debt consists of the debt obligations of STI Operations (“Other Debt”). Interest rates on Other Debt are based on SOFR or EURIBOR plus a spread and range from 2.4 % to 6.1 % annually. Of the $ 39.3 million carrying value of the Other Debt balance as of June 30, 2025, $ 19.4 million is denominated in Euros and $ 19.9 million is denominated in U.S. dollar. These debt obligations mature between 2025 and 2027. At June 30, 2025, STI Operations had three notes payable with a carrying value of $ 19.1 million outstanding, which resulted from reverse factoring arrangements with a bank. The notes payable mature within a year from issuance and are included in the carrying value of Other Debt of $ 39.3 million. 8. Redeemable Perpetual Preferred Stock Series A Redeemable Perpetual Preferred Stock The Company entered into a Securities Purchase Agreement, dated August 10, 2021, pursuant to which the Company issued 400,000 shares of its Series A Redeemable Perpetual Preferred Stock (the “Series A Shares”) and 9,000,000 shares of the Company’s common stock for an aggregate purchase price of approximately $ 395.4 million (the “Initial Closing”). The Series A Shares have no maturity date. The Company has classified the Series A Shares as temporary equity and is accreting the carrying amount to its full redemption amount from the date of issuance to the earliest redemption date, which is August 10, 2026, using the effective interest method. Such accretion totaled $ 7.4 million and $ 6.8 million for the three months ended June 30, 2025 and 2024, respectively, and $ 14.6 million and $ 13.5 million for the six months ended June 30, 2025 and 2024, respectively. Dividends On or prior to the fifth anniversary of the Initial Closing, the Company may pay dividends on the Series A Shares either in (i) cash at the then-applicable Cash Regular Dividend Rate (as defined below), (ii) through accrual to the Liquidation Preference at the Accrued Regular Dividend Rate (each as defined below) of 6.25 %, or (iii) a combination thereof. Following the fifth anniversary of the Initial Closing, dividends on the Series A Shares are payable only in cash. To the extent the Company does not declare such dividends and pay in cash 22 following the fifth anniversary of the Initial Closing, the dividends accrue to the Liquidation Preference (“Default Accrued Dividends”) at the then-applicable Cash Regular Dividend Rate plus 200 basis points. In the event there are Default Accrued Dividends outstanding for six consecutive quarters, the Company, at the option of the holders of the Series A Shares, will pay 100 % of the amount of Default Accrued Dividends by delivering to such holder a number of shares of the Company’s common stock equal to the quotient of (i) the amount of Default Accrued Dividends divided by (ii) 95 % of the 30-day volume-weighted average share price of the Company’s common stock. The “Cash Regular Dividend Rate” of the Series A Shares means (i) initially, 5.75 % per annum on the Liquidation Preference and (ii) increased by (a) 50 basis points on each of the fifth, sixth and seventh anniversaries of the Initial Closing and (b) 100 basis points on each of the eighth, ninth and tenth anniversaries of the Initial Closing. The “Accrued Regular Dividend Rate” on the Series A Shares means 6.25 % per annum on the Liquidation Preference. As used herein, “Liquidation Preference” means, with respect to the Series A Shares, the initial liquidation preference of $ 1,000 per share, plus accrued dividends of such share at the time of the determination. During the three months ended June 30, 2025 and 2024, the Company accrued dividends on the Series A Shares at the Accrued Regular Dividend rate of 6.25 %, totaling $ 7.4 million and $ 6.9 million, respectively. During the six months ended June 30, 2025 and 2024, such dividends totaled $ 14.6 million and $ 13.8 million, respectively. As of June 30, 2025 and December 31, 2024, total accrued and unpaid dividends were $ 75.5 million and $ 60.9 million, respectively. The Series A Shares have similar characteristics of an “Increasing Rate Security” as described by SEC Staff Accounting Bulletin Topic 5Q, Increasing Rate Preferred Stock . As a result, the discount on Series A Shares is considered an unstated dividend cost that is amortized over the period preceding commencement of the perpetual dividend using the effective interest method, by charging imputed dividend cost against retained earnings, or additional paid in capital in the absence of retained earnings, and increasing the carrying amount of the Series A Shares by a corresponding amount. Accordingly, the discount is amortized over five years using the effective yield method. 9. Revenue The Company disaggregates its revenue from contracts with customers by sales recorded over time and sales recorded at a point in time. The following table presents the Company’s disaggregated revenues (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Over-time revenue $ 322,545 $ 209,598 $ 584,167 $ 333,934 Point in time revenue 39,698 46,168 80,439 75,235 Total revenue $ 362,243 $ 255,766 $ 664,606 $ 409,169 Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables ("contract assets”), and deferred revenue (“contract liabilities”) on the condensed consolidated balance sheets. The majority of the Company’s contract amounts are billed as work progresses, in accordance 23 with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. For certain customer contracts, billing can occur in advance of shipment, resulting in contract liabilities. Billing sometimes occurs subsequent to revenue recognition, resulting in contract assets. The changes in contract assets and the corresponding amounts recorded in Revenue relate to fluctuations in the timing and volume of billings. Contract assets consisting of unbilled receivables are recorded within Accounts receivable, net on the condensed consolidated balance sheets on a contract-by-contract basis at the end of the reporting period and consisted of the following (in thousands): June 30, 2025 December 31, 2024 Unbilled receivables $ 110,435 $ 94,045 The Company also receives advances or deposits from its customers, before revenue is recognized, resulting in contract liabilities. The changes in contract liabilities, recorded within Deferred revenue, relate to advanced orders and payments received by the Company. Contract liabilities are recorded on a contract-by-contract basis and consisted of the following at the end of each reporting period (in thousands): June 30, 2025 December 31, 2024 Deferred revenue $ 151,758 $ 119,775 During the six months ended June 30, 2025, the Company converted $ 86.2 million in Deferred revenue to Revenue, which represented 72 % of the prior year’s Deferred revenue balance. Included in Deferred revenue as of December 31, 2024 are cash advances for signed contracts that begin several months subsequent to receiving the advance. In addition, Deferred revenue includes paid extended warranty, which can be recognized upon expiration of the warranty. Bill-and-Hold Arrangements Revenue recognized for the Company’s federal investment tax credit (“ITC”) contracts and standalone system component sales is recorded at a point in time and recognized when obligations under the terms of the contract with the Company’s customer are satisfied. Generally, this occurs with the transfer of control of the asset, which is typically upon delivery to the customer in line with shipping terms. In certain situations, the Company recognizes revenue under a bill-and-hold arrangement with its customers. An example of such a situation is when customers purchase material prior to the start of construction of a solar project in order to meet the Five Percent Safe Harbor test to qualify for the ITC. Because the customers lack sufficient storage capacity to accept a large amount of material prior to the start of construction, they request that the Company keep the product in its custody. All bill-and-hold inventory is bundled or palletized in the Company’s warehouses, separately identified as not belonging to the Company and ready for immediate transport to the customer project upon request. Additionally, title and risk of loss has passed to the customer and the Company does not have the ability to use the product or direct it to another customer. The Company did not recognize any revenue from bill-and-hold arrangements during the six months ended June 30, 2025. During the six months ended June 30, 2024, the Company recognized $ 1.9 million in revenue from one customer under such arrangements. 24 Remaining Performance Obligations As of June 30, 2025, the Company had $ 644.5 million of remaining performance obligations. The Company expects to recognize revenue on 97 % of these performance obligations in the next twelve months . 10. Earnings Per Share The following table sets forth the computation of basic and diluted income per share (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Net income $ 43,262 $ 25,698 $ 60,008 $ 27,863 Less: preferred dividends and accretion 14,788 13,749 29,231 27,251 Net income to common shareholders $ 28,474 $ 11,949 $ 30,777 $ 612 Basic: Weighted average shares 152,584 151,797 152,331 151,574 Income per share $ 0.19 $ 0.08 $ 0.20 $ — Diluted: Effect of restricted stock and performance awards 484 410 627 596 Weighted average shares 153,068 152,207 152,958 152,170 Income per share $ 0.19 $ 0.08 $ 0.20 $ — Potentially dilutive common shares issuable pursuant to equity-based awards of 1,467,345 and 1,242,226 were excluded from the computation of diluted earnings per share for the three and six months ended June 30, 2025, respectively, as their effect would have been antidilutive. For the three and six months ended June 30, 2024, shares of 479,623 and 473,074 were also excluded for the same reason. In addition, there were no potentially dilutive common shares issuable pursuant to the Convertible Notes for both the six months ended June 30, 2025 and 2024, as the average market price of the Company’s common stock did not exceed the applicable conversion price during those periods. 11. Commitments and Contingencies Legal Proceedings The Company, in the normal course of business, is subject to claims and litigation. The Company reviews the status of each matter and assesses its potential financial exposure. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company would accrue a liability for the estimated loss. On May 14, 2021, a putative class action (the “Plymouth Action”) was filed in the U.S. District Court for the Southern District of New York against the Company and certain officers and directors alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 25 10b-5, promulgated thereunder, and Sections 11, 12(a)(2) and 15 of the Securities Act of 1933, as amended (the “Securities Act”). The complaint alleges misstatements and/or omissions in the Company’s registration statements and prospectuses related to the Company’s October 2020 initial public offering, the Company’s December 2020 offering, and the Company’s March 2021 offering during the putative class period of October 14, 2020 through May 11, 2021. A consolidated amended class action complaint was filed on December 7, 2021 with additional allegations regarding misstatements and/or omissions in: (1) in the Company’s Annual Report on Form 10-K and associated press release announcing results for the fourth quarter and full fiscal year 2020; and (2) in the Company’s November 5, 2020 and March 9, 2021 earnings calls. On June 30, 2021, a substantially similar second putative class action was filed in the Southern District of New York against the Company and certain officers and directors alleging violations of Sections 10(b) and 20(a) of the Exchange Act, and Rule 10b-5, promulgated thereunder, and Sections 11 and 15 of the Securities Act, which was consolidated with the Plymouth Action. All Defendants in the Plymouth Action, including the Company, moved to dismiss the consolidated amended complaint. On May 19, 2023, the court granted the Company’s motion to dismiss and, on July 5, 2023, denied a request from the Plymouth Action plaintiffs for leave to amend the consolidated amended complaint and dismissed the Plymouth Action in its entirety with prejudice. On August 4, 2023, the lead plaintiffs filed a notice of appeal of the court’s dismissal of the consolidated amended complaint to the U.S. Court of Appeals for the Second Circuit. After full briefing, the court of appeals heard oral argument on June 26, 2024 and the case is still pending decision by the court. On July 16, 2021, a verified derivative complaint was filed in the Southern District of New York against certain officers and directors of the Company. The complaint alleges: (1) violations of Section 14(a) of the Exchange Act for misleading proxy statements, (2) breach of fiduciary duty, (3) unjust enrichment, (4) abuse of control, (5) gross mismanagement, (6) corporate waste, (7) aiding and abetting breach of fiduciary duty, and (8) contribution under sections 10(b) and 21D of the Exchange Act. On July 30, 2021, a second verified derivative complaint was filed in the Southern District of New York against certain officers and directors of the Company. The complaint alleges: (1) violations of Section 14(a) of the Exchange Act for causing the issuance of a false/misleading proxy statement, (2) breach of fiduciary duty, and (3) aiding and abetting breaches of fiduciary duty. On August 24, 2021, the Southern District of New York derivative actions were consolidated, and the court appointed co-lead counsel. The consolidated cases remain stayed pending the outcome of the appeal of the Plymouth Action. On August 3, 2022, a verified derivative complaint was filed in the Court of Chancery of the State of Delaware against certain officers and directors of the Company, asserting claims for: (1) breach of fiduciary duty and (2) unjust enrichment. On August 11, 2022, a second verified derivative complaint was filed with the Court of Chancery against certain officers and directors of the Company, asserting claims for: (1) breach of fiduciary duty; (2) aiding and abetting breaches of fiduciary duty; (3) waste of corporate assets; (4) unjust enrichment; (5) insider selling; and (6) aiding and abetting insider selling. 26 On September 2, 2022, the derivative cases with the Court of Chancery were consolidated and the court appointed co-lead counsel. The consolidated cases remain stayed pending the outcome of the appeal of the Plymouth Action. The Company continues to believe the claims alleged in the actions are without merit and intends to continue to vigorously defend its position in these matters. The Company has not recorded any material loss contingency in the condensed consolidated balance sheets as of June 30, 2025. The Company is party to various other legal proceedings, claims, governmental and/or regulatory inspections, inquiries and investigations arising out of the ordinary course of its business. The Company believes that there are no other proceedings or claims pending against it, the ultimate resolution of which could have a material adverse effect on its financial condition or results of operations. In all cases, at each reporting period, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies (ASC 450). Legal costs are expensed as incurred. It is possible that future results for any particular quarter or annual period may be materially affected by changes in our assumption or the effectiveness of the Company’s strategies relating to these proceedings. Commercial Supplier Settlement During March 2024, the Company reached a settlement with one of its vendors, in which the Company received $ 4.0 million in the form of a one-time $ 2.6 million cash payment due immediately, and $ 1.4 million in credits with the vendor which could be applied by the Company to future orders from the respective vendor. If the Company does not utilize all of the credits by January 2026, it will receive a one-time cash payment from the vendor for the remaining unused credit balance. During the first quarter of 2024, the Company recognized a $ 4.0 million reduction to cost of revenue on the condensed consolidated statements of operations and had a receivable of $ 4.0 million included in Prepaid and other expenses, net on the condensed consolidated balance sheets. Subsequent to December 31, 2024, the Company has collected the remaining outstanding amount. Contingent Consideration Tax Receivable Agreement Concurrent with the Former Parent’s acquisition of Array Technologies Patent Holdings Co., LLC on July 8, 2016, the Company’s operating subsidiary, Array Tech, Inc. (f/k/a Array Technologies, Inc.), entered into a tax receivable agreement (the “TRA”) with the former majority shareholder of Array Tech, Inc. The TRA is valued based on the future expected payments under the agreement. The TRA provides for the payment by Array Tech, Inc., to the former owners for certain federal, state, local and non-U.S. tax benefits deemed realized in post-closing taxable periods by Array Tech, Inc., from the use of certain deductions generated by the increase in the tax value of the developed technology. The TRA is accounted for as contingent consideration and subsequent changes in fair value of the contingent liability are recognized in contingent consideration on the condensed consolidated statements of operations. As of June 30, 2025 and December 31, 2024, the fair value of the TRA was $ 7.9 million and $ 9.1 million, respectively. Estimating the amount of payments that may be made under the TRA is by nature imprecise. The significant fair value inputs used to estimate the future expected TRA payments to the former owners include the timing of tax payments, a discount rate, book income projections, timing of expected adjustments to calculate taxable income and the projected rate of use for attributes defined in the TRA. 27 Payments made under the TRA consider tax positions taken by the Company and are due within 125 days following the filing of the Company’s U.S. federal and state income tax returns under procedures described in the agreement. The current portion of the TRA liability is based on tax returns. The TRA will continue until all tax benefit payments have been made or the Company elects early termination under the terms described in the TRA. The following table summarizes the activity related to the estimated TRA liability (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Beginning balance $ 7,707 $ 8,201 $ 9,061 $ 10,363 Payments — — ( 1,204 ) ( 1,427 ) Fair value adjustment 150 503 — ( 232 ) Ending balance $ 7,857 $ 8,704 $ 7,857 $ 8,704 The TRA liability requires significant judgment and is classified as Level 3 in the fair value hierarchy. Surety Bonds As of June 30, 2025, the Company posted surety bonds in the total amount of $ 248.5 million. The Company is required to provide surety bonds to various parties as required for certain transactions initiated during the ordinary course of business to guarantee the Company’s performance in accordance with contractual or legal obligations. These off-balance sheet arrangements do not adversely impact the Company’s liquidity or capital resources. 12. Fair Value of Financial Instruments The carrying values and estimated fair values of the Company’s debt financial instruments were as follows (in thousands): June 30, 2025 December 31, 2024 Carrying Value Fair Value Carrying Value Fair Value 2028 Convertible Notes $ 320,002 $ 256,792 $ 417,525 $ 311,525 2031 Convertible Notes 334,580 341,443 — — The fair value of the Convertible Notes is estimated using Level 2 inputs, as they are not registered securities nor listed on any securities exchange but may be traded by qualified institutional buyers. The fair value of the Term Loan Facility and Other Debt is estimated using Level 2 inputs. The carrying values of the Term Loan Facility outstanding under the Senior Secured Credit Facility recorded in the condensed consolidated balance sheets approximate fair value due to the variable nature of the interest rates. Other Debt with an aggregate carrying value of $ 39.3 million, consists of variable and fixed rate obligations. Due to the relative short-term maturity of the fixed rate obligations, the Company believes the carrying value approximates fair value. The carrying value of the variable rate obligations approximates fair value due to the variable nature of the interest rates. 28 13. Equity-Based Compensation 2020 Equity Incentive Plan On October 14, 2020, the Company’s 2020 Equity Incentive Plan (the “2020 Plan”) became effective. The 2020 Plan authorized 6,683,919 new shares, subject to adjustments pursuant to the 2020 Plan. Restricted Stock Units Pursuant to the 2020 Plan, the Company grants time-based restricted stock units (“RSUs”) to employees and members of the Company’s board of directors. The fair value of the RSUs is determined using the market value of the Company’s common stock on the grant date and is recognized on a straight-line basis over the vesting term of the awards. RSU activity under the 2020 Plan during the six months ended June 30, 2025, was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding non-vested, December 31, 2024 2,648,161 $ 10.97 Shares granted 2,668,649 6.11 Shares vested ( 751,244 ) 12.53 Shares forfeited ( 210,060 ) 10.49 Outstanding non-vested, June 30, 2025 4,355,506 $ 7.74 Performance Stock Units The Company has granted performance-based restricted stock units (“PSUs”) to certain employees. The PSUs cliff vest after three years and upon meeting certain revenue and adjusted EPS targets. The PSUs also contain a modifier based on the total stock return compared to a certain index which modifies the number of PSUs that vest. The PSUs were valued using a Monte-Carlo simulation method on the date of grant based on the U.S. Treasury Constant Maturity rates, and the assigned fair value on grant date is recognized on a straight-line basis over the vesting term of the awards. The probability of the awards meeting the performance related vested conditions is not included in the grant date fair value, but rather is estimated quarterly and the expense recognition is trued- up accordingly upon any probability to vest revision. The following assumptions were used in the Monte Carlo simulation for computing the grant date fair value of the PSUs issued during the six months ended June 30, 2025 and 2024: 2025 2024 Volatility 76 % 79 % Risk-free interest rate 4.04 % 4.62 % Dividend yield — % — % 29 PSU activity under the 2020 Plan during the six months ended June 30, 2025, was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding non-vested, December 31, 2024 924,241 $ 12.76 Shares granted 659,773 6.55 Shares vested — — Shares forfeited ( 17,859 ) 14.19 Outstanding non-vested, June 30, 2025 1,566,155 $ 9.46 For three months ended June 30, 2025 and 2024, the Company recognized $ 3.9 million and $ 0.8 million, respectively, in equity-based compensation costs. For six months ended June 30, 2025 and 2024, the Company recognized $ 6.7 million and $ 4.8 million, respectively, in equity-based compensation costs. These amounts include equity-based compensation related to RSUs, PSUs, and the Company’s Employee Stock Purchase Plan (“ESPP”). The ESPP, approved by the Compensation Committee in December 2021, allows employees to purchase shares at a 15 % discount off the lower of the stock price at the beginning or ending of each six months offering period through payroll deductions. The plan is considered compensatory in nature and the Company began recording equity-based compensation expense in 2022. At June 30, 2025, the Company had $ 30.1 million of unrecognized compensation costs related to RSUs and PSUs, which are expected to be recognized over 2.2 years and 2.5 years, respectively. 14. Supplemental Cash Flow Information Supplemental cash flow information consists of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Cash paid for interest $ 9,370 $ 6,519 $ 16,191 $ 17,819 Cash paid for income taxes 19,379 16,599 17,588 17,001 Non-cash investing and financing activities Property, plant and equipment acquisitions funded by liabilities 1,746 1,101 1,746 1,101 Preferred Series A dividends and accretion 14,789 13,750 29,232 27,252 15. Segment Reporting ASC 280 Segment Reporting establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The CODM is the Chief Executive Officer of the Company. The Company works with engineering, procurement, and construction firms, to design a solar array to achieve the project’s desired power output. The Company provides the solar tracking system components, which include standard and nonstandard parts. The Company delivers the fully functioning tracker systems for the project sites and provides commissioning services. Although the solar array may use different components and technology depending on the geography and type of system, the Company conducts its operations in the United States (“U.S.”) and internationally, primarily in Spain and Brazil, and is expanding into other international markets through STI Operations. The Company has two separate operating segments, Array Legacy Operations and STI Operations, which are also reportable segments. Array Legacy Operations consists primarily of amounts earned from the design, manufacture and sale of utility-scale solar tracker systems in the U.S., and STI Operations consists primarily of amounts earned from the design, manufacture and sale of utility-scale solar tracker systems outside of the U.S. The Company’s CODM assesses the performance of each operating segment by using gross profit. This measure is also predominantly used in the annual budget and forecasting process. The CODM primarily uses the annual operating plan and the monthly financial results for Array Legacy Operations and STI Operations when making decisions about the allocation of operating and capital resources to each segment. The following tables summarize the financial results by segment during the periods presented (in thousands): Three months ended June 30, 2025 Array Legacy Operations STI Operations Consolidated Segment revenue $ 291,886 $ 70,357 $ 362,243 Less: Product cost (1) 193,620 53,215 246,835 Amortization of developed technology 3,640 — 3,640 Depreciation 578 34 612 Other costs (2) 10,043 3,989 14,032 Gross profit 84,005 13,119 97,124 Total operating expenses — — ( 50,748 ) Total other income, net — — 10,503 Income before income taxes $ 56,879 Segment assets 1,090,094 452,064 1,542,158 Capital expenditures 6,497 134 6,631 Depreciation and amortization 7,024 2,872 9,896 Interest income 3,600 200 3,800 Interest expense 8,021 747 8,768 Three months ended June 30, 2024 Array Legacy Operations STI Operations Consolidated Segment revenue $ 185,160 $ 70,606 $ 255,766 Less: Product cost (1) 97,575 60,634 158,209 Amortization of developed technology 3,640 — 3,640 Depreciation 368 27 395 Other costs (2) 6,271 1,298 7,569 Gross profit 77,306 8,647 85,953 Total operating expenses — — ( 46,351 ) Total other expense, net — — ( 6,094 ) Income before income taxes $ 33,508 Segment assets 879,073 772,449 1,651,522 Capital expenditures 1,091 1,040 2,131 Depreciation and amortization 6,413 6,558 12,971 Interest income 3,587 1,195 4,782 Interest expense 8,205 409 8,614 Six months ended June 30, 2025 Array Legacy Operations STI Operations Consolidated Segment revenue $ 505,100 $ 159,506 $ 664,606 Less: Product cost (1) 326,960 129,973 456,933 Amortization of developed technology 7,279 — 7,279 Depreciation 1,128 67 1,195 Other costs (2) 20,047 5,600 25,647 Gross profit 149,686 23,866 173,552 Total operating expenses — — ( 99,892 ) Total other income, net — — 6,499 Income before income taxes $ 80,159 Segment assets 1,090,094 452,064 1,542,158 Capital expenditures 8,711 272 8,983 Depreciation and amortization 13,925 5,542 19,467 Interest income 6,647 472 7,119 Interest expense 15,543 1,260 16,803 Six months ended June 30, 2024 Array Legacy Operations STI Operations Consolidated Segment revenue $ 299,541 $ 109,628 $ 409,169 Less: Product cost (1) 154,154 90,786 244,940 Amortization of developed technology 7,279 — 7,279 Depreciation 878 51 929 Other costs (2) 10,838 4,140 14,978 Gross profit 126,392 14,651 141,043 Total operating expenses — — ( 93,027 ) Total other expense, net — — ( 11,039 ) Income before income taxes $ 36,977 Segment assets 879,073 772,449 1,651,522 Capital expenditures 3,297 1,230 4,527 Depreciation and amortization 13,525 13,210 26,735 Interest income 5,401 3,061 8,462 Interest expense 16,400 1,154 17,554 (1) Includes 45X benefits realized. (2) Other is primarily comprised of outbound freight and certain overhead costs. Outbound freight for the three months ended June 30, 2025 and 2024 for Array Legacy Operations was $ 9.9 million and $ 6.2 million, respectively. Outbound freight for the six months ended June 30, 2025 and 2024 for Array Legacy Operations was $ 19.8 million and $ 10.6 million, respectively. 30