What changed in this filing

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Item 1A. Risk Factors

2025-11-06 compared with 2025-08-07 · 31 added, 24 removed, 34 unchanged (62% of the section changed)

1 unchanged sentence

Other than the risk factors set forth below, there have been no material changes to the risk factors previously disclosed in the 2024 Form 10-K.

Changes in tax law, tax treaties, and regulations or the interpretation of them, including the Inflation Reduction Act and the One Big Beautiful Bill Act could reduce demand for our products, eliminate tax credits available to us and to our customers, harm our business and otherwise adversely impact our results of operations.

National, state and local government bodies in many countries, including the United States, have provided incentives in the form of rebates, tax credits, tax incentives and others to manufacturers, system owners, distributors and installers of solar PV systems and battery energy storage systems.

Changes in tax laws, tax treaties, and regulations or the interpretation of them, including the Inflation Reduction Act and the One Big Beautiful Bill Act could reduce demand for our products, reduce or eliminate tax credits available to us and to our customers, harm our business and otherwise adversely impact our results of operations.

National, state and local government bodies in many countries, including the United States, have provided incentives in the form of rebates, tax credits, feed-in tariffs and others to manufacturers, system owners, distributors and installers of solar PV systems and battery energy storage systems.

In August 2022, the IRA was signed into federal law.

The IRA provides for, among other things, certain incentives, including certain tax credits for solar energy, that are significant to the Company and its U.S.

The IRA provided for, among other things, certain incentives, including certain tax credits for solar energy, that are significant to the Company and its U.S.

based customers.

On July 4, 2025, the OBBB was enacted into law, introducing amendments to clean energy tax credits contained in the IRA.

The OBBB accelerates the phase-out timeline for certain credits and imposes new eligibility criteria.

On July 4, 2025, H.R.1 was enacted into law, introducing amendments to clean energy tax credits contained in the IRA.

The H.R.1 accelerates the phase-out timeline for our customers' tax credits and imposes new eligibility criteria for the Company and our customers.

The Company has invested significant resources in establishing our manufacturing presence in the U.S.

to benefit from the incentives available under the IRA, including incentives and tax credits available to us for manufacturing in the U.S.

and credits and incentives available to certain of our US customers.

to benefit from the incentives available under the IRA, including tax credits available to us for manufacturing in the U.S.

and tax credits available to certain of our US customers.

The Company established manufacturing capabilities in the U.S.

5 unchanged sentences

Of particular relevance to the Company are the tax credits that we generate as a result of rules concerning the qualification and measurement of AMPTCs to Residential Inverters, Commercial Inverters and DC-Optimized Inverter Systems that we manufacture in the United States.

The OBBB does not shorten the term of such Section 45X credits.

Among other changes, the OBBB shortens the term of the investment tax credit and production tax credit under Section 48E and 45Y of the Code, available to the Company’s customers, who are engaged in third-party ownership (“TPO”) models, such as residential solar leases and power purchase agreements, and commercial solar customers and developers, shortening the end date from 2034 to 2027.

The OBBB also includes a 12-month window in which such customers can begin construction, giving them four years to complete their projects.

Projects begun after twelve months from enactment of the OBBB must be placed in service by December 31, 2027, to receive the credit.

The OBBB also amends the domestic content bonus credit rules for Section 48E projects:

Projects commencing construction after June 16, 2025 must meet a 45% domestic cost threshold, up from 40%, and the threshold thereafter increases on an annual basis until 2029.

The OBBB eliminates the individual residential tax credit under Section 25D of the Code at the end of 2025.

H.R.1 does not shorten the term of such Section 45X credits.

Among other changes, H.R.1 shortens the term of the investment tax credit and production tax credit under Section 48E and 45Y of the Code, available to the Company’s customers, who are engaged in third-party ownership (“TPO”) models, such as residential solar leases and power purchase agreements, and commercial solar customers and developers, shortening the end date from 2034 to 2027.

H.R.1 also includes a 12-month window in which such customers can begin construction, giving them four years to complete their projects.

Projects begun after twelve months from enactment of H.R.1 must be placed in service by December 31, 2027, to receive the credit.

H.R.1 also amends the domestic content bonus credit rules for Section 48E projects:

Projects commencing construction after June 16, 2025 must meet a 45% domestic content threshold, up from 40%, and the threshold thereafter increases by 5% on an annual basis until 2029.

H.R.1 eliminates the individual residential tax credit under Section 25D of the Code at the end of 2025.

These changes may negatively impact the eligibility of our customers and individuals to obtain tax credits, which may negatively affect the overall demand for our products.

H.R.1 has also introduced new Foreign Entity of Concern (“FEOC”) requirements including for Sections 45X, 45Y, and 48E of the Code.

These restrictions will require threshold percentages of non-FEOC material assistance that increase over time, for projects that begin on January 1, 2026.

On July 7, 2025, the President issued an Executive Order titled “Ending Market Distorting Subsidies for Unreliable, Foreign Controlled Energy Sources.” In response, on August 15, 2025, the U.S.

Treasury Department released IRS Notice 2025-42, its first set of guidance for H.R.

1 related to beginning of construction requirements applicable to our customers.

While it removed the ability for projects over 1.5 GW to utilize the 5% safe harbor method, it kept in place the ability to utilize the physical work test method for all size projects and codified that inverters could be utilized for this method.

The U.S Department of Treasury is expected to provide additional guidance on the FEOC requirements included in H.R.

1 that could create challenges for the Company to meet the FEOC requirements or to assist our customers in meeting them.

If we are unable to meet the requirements this may adversely affect our revenue, or our customers eligibility to obtain certain tax credits, the overall demand for our products, our results of operations and cash flows.

Unfavorable regulatory treatment, or guidance, expiration of or changes to the benefits made available, which we relied upon in structuring certain projects and investments, or any adverse impacts on our ability to increase production in the U.S.

in a timely manner to benefit from the incentives available under the IRA and H.R.1, could adversely impact our business and financial condition.

Administration and to a lesser extent, portions of the European Union, have expressed a prioritization of fossil fuels over renewable energy.

For example, in Germany there is a discussion regarding the possibility of reducing small residential customer’s feed-in tariffs.

If successful, certain of these legislative actions could further slow the solar market potentially resulting in adverse effects on overall demand for our products, impacts to our revenue, operations and cash flows.

SOLAREDGE TECHNOLOGIES INC.

| 2025 Form 10-Q | 20

The OBBB has also introduced new Foreign Entity of Concern (“FEOC”) requirements for Sections 45X, 45Y, and 48E of the Code.

These restrictions will require threshold percentages of non-FEOC material that increase over time, beginning in 2026.

On July 7, 2025, the President issued an Executive Order titled “Ending Market Distorting Subsidies for Unreliable, Foreign Controlled Energy Sources.” This directive instructs the U.S.

Department of the Treasury to issue revised guidance within 45 days.

There are multiple areas of the OBBB that require the U.S.

Treasury Department to provide guidance, and such guidance may impact beginning of construction requirements applicable to our customers or create challenges for the Company or its customers to meet the FEOC requirements.

If we are unable to meet the requirements this may adversely affect our revenue, our or our customers eligibility to obtain certain tax credits, the overall demand for our products, our results of operations and cash flows.

Any unfavorable regulatory treatment, or guidance, expiration of or changes to the benefits made available, which we relied upon in structuring certain projects and investments, or any adverse impacts on our ability to ramp up production in the U.S.

in a timely manner to benefit from the incentives available under the IRA and the OBBB, could adversely impact our business and financial condition.

Changes in the global trade environment, including the United States trade environment, such as the increase or imposition of import tariffs, could adversely affect the amount or timing of our revenue, results of operations or cash flows.

14 unchanged sentences

As additional new tariffs, legislation and/or regulations are implemented, or if existing trade agreements are renegotiated or if affected countries take retaliatory trade actions, such changes could have a material adverse effect on our business, financial condition, results of operations or cash flows.

Un registered Sales of Equity Securities and Use of Proceeds.

Unregistered Sales of Equity Securities and Use of Proceeds.

Defaults upon Senior Securities.

SOLAREDGE TECHNOLOGIES INC.

| 2025 Form 10-Q | 21

Mine Safety Disclosures

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1A. Risk Factors