First Solar, Inc. ($FSLR)

Hello, everyone, and welcome to First Solar's 2026 Annual Meeting of Stockholders. [Operator Instructions] As a reminder, place call is being recorded. I would now like to turn the call over to Mark Widmar, Chief Executive Officer of First Solar, Inc. Mr. Widmar, you may begin.

Thank you. I'd like to welcome you to the 2026 Annual Meeting of Stockholders of First Solar, Inc. Today's virtual meeting is a live webcast. We believe in engaging with our stockholders and hope that this virtual meeting will maximize the participation of stockholders regardless of their location. Thank you for taking the time to participate today. On behalf of the Board, I also wish to express thanks to those stockholders who have submitted their proxies in advance. Participating with me today are Alex Bradley, Chief Financial Officer; Jason Dymbort, General Counsel and Secretary; and John Russo, partner, PricewaterhouseCoopers. We're also joined by the following directors: Lisa Kro, Curtis Morgan, William Post, Venkata Renduchintala and Norman Wright. I call your attention to the rules of conduct for this meeting, which are available in the meeting center. We ask participants to abide by these rules so that we can conduct an orderly meeting. You can also find links to the annual report and the proxy statement in the meeting center by clicking on the document folder at the top of the screen. Only registered stockholders are entitled to participate in the business of the meeting. The business to be conducted at this meeting is as follows: to elect 10 members of the Board of Directors to hold office until the next Annual Meeting of Stockholders or until their respective successors have been elected and qualified; to ratify the appointment of PricewaterhouseCoopers LLP as First Solar, Inc.'s independent registered public accounting firm for the year-end December 31, 2026. To approve an advisory resolution on the compensation of First Solar's named executive officers and to vote on a stockholder proposal to improve shareholders' ability to call for a special shareholder meeting. While we'll be soliciting your questions throughout the meeting, feel free to post a question at any time. You may do so by clicking on the Q&A button at the top of the screen. In accordance with the bylaws as appointed by the Chairman of the company's Board of Directors, I will act as Chair of this meeting. In accordance with the company's bylaws, Jason Dymbort, the General Counsel and Secretary of the company, will act as Secretary of the meeting. Christal Goldman of Computershare Trust Company, N.A., the transfer agent for the company, has been appointed the Inspector of Election for this meeting. She has taken her oath of office, which will be filed with the records for this meeting. I'll now ask Mr. Dymbort give the Secretary's report on the qualification of this meeting to proceed.

Thank you, Mark. The notice calling this meeting was mailed on April 2, 2026, to stockholders of record as of the close of business on March 19, 2026. And the company has received an affidavit of mailing from the company's transfer agent confirming its mailing. The affidavit of mailing is available for inspection by any stockholder and shall be retained with the records of this meeting. Since April 2, 2026, the proxy statement, the form of proxy and the annual report have been available to stockholders on the company's website in accordance with the Securities and Exchange Commission's notice and access rules. In addition, the proxies and the certified list of stockholders are in the custody of the Inspector of Election. For more than 10 days prior to this meeting, the stockholders list was available for inspection by stockholders during normal business hours at our corporate headquarters located at 4300 East Camelback Road Suite 220 in Phoenix, Arizona. The company's audited financial statements for the year ended December 31, 2025, are also provided on the company's website. Pursuant to the company's bylaws, the holders of a majority in total voting power of the outstanding capital stock of the company entitled to vote at a meeting of the stockholders present in person or represented by proxy constitute a quorum for the company's annual meeting. Based on the inspector of election's preliminary report on attendance and proxy share count, I have been advised that a quorum is present at this meeting. When delivered, a copy of the Inspector of Election's report on attendance shall be retained with the records of this meeting. As notice of this meeting has been given in accordance with applicable law and there is a quorum present, all legal requirements for holding this meeting have been satisfied. Following the formal portion of this meeting, Mark and Alex will present an overview of the company's business and address questions that are submitted. Please note, this presentation and the ensuing question-and-answer session may include forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from management's current expectations. We encourage you to view the safe harbor statements contained in today's presentation for a more complete description.

Thank you, Jason. This meeting is lawfully convened and ready to transact business. The proxy statement made available to the stockholders in connection with the notice of this meeting sets forth the matters to be submitted for a vote of the stockholders. At this time, if you have not voted or wish to change your vote, you may do so by clicking the link provided online. [Voting]

Any stockholder who has already voted and does not want to change his or her vote need not take any further action. We now proceed to the matters to be voted on. The first item to be voted on in this election of 10 directors to hold the office until the next Annual Meeting of Stockholders or until their respective successors have been elected and qualified. The proxy statement lists the director nominees, all of whom except Curtis Morgan, are currently serving as directors of the company. Each nominee has consented to act as a director for the ensuing year. The director nominees are set forth in the proxy statement are Michael Ahearn, Anita George, Lisa Kro, Curtis Morgan, William Post, Murthy Renduchintala, Paul Stebbins, Michael Sweeney, Mark Widmar and Norman Wright. Are there any comments or questions concerning the election of the directors? Okay. The next item of business is the ratification of the appointment of PricewaterhouseCoopers as First Solar's independent registered public accounting firm for the year-end December 31, 2026. At this time, John Russo, a partner of PwC, is in attendance and available to answer any appropriate questions and to make a statement if he wishes. John, do you wish to make a statement?

No, thank you. I will pause now to allow for any comments or questions concerning the ratification of the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm. Okay. The next item of business is the advisory vote to approve the compensation of First Solar's named executive officers. Are there any comments or questions concerning the advisory vote to approve the compensation of First Solar's named executive officers? Okay. The next item of business is a stockholder proposal submitted by Mr. John Chevedden, requesting that the stockholders approve a proposal to improve shareholders' ability to call for a special shareholder meeting. At this time, [ Ms. Cam Franklin ] on behalf of Mr. Chevedden is in attendance via telephone, and I ask that she present the proposal. Operator, please enable Mrs. Franklin's telephone line.

Proposal 4, improve shareholder ability to call for a special shareholder meeting sponsored by John Chevedden. Shareholders ask the Board of Directors to take the steps necessary to amend the governing documents to give the owners of a combined 10% of the outstanding common stock the power to call a special shareholder meeting. Such a special shareholder meeting can be an easy to conduct online shareholder meeting. There shall be no poison pill discriminatory rule to require ownership of shares for a specific period of time in order for shares to participate in calling for a special shareholder meeting. This proposal will give First Solar shareholders a genuine right to call for a special shareholder meeting to replace the current placebo right for shareholders to call for a special shareholder meeting that is more like an insurance policy that will prevent a special shareholder meeting from ever taking place. The current First Solar so-called right to call for a special share meeting has 2 factors, each of which alone would likely prevent a special shareholder meeting from being held. The first factor is requiring the backing of 25% of shares to call for a special shareholder meeting instead of the 10% figure in this proposal. The second factor is the First Solar disqualification of a substantial block of shares from being any part of the 25% requirement. Shareholders at more than 100 companies have voted on this proposal topic and not one of the 100 companies has ever given one example of a special shareholder meeting ever actually taking place at a company that had just 1 of these 2 factors in its bylaws for a shareholder right to call for a special shareholder meeting. Please vote for an attainable right for shareholders to call a special shareholder meeting. Please vote yes, Proposal #4. Thank you very much.

Thank you, Ms. Franklin. Are there any comments or questions regarding the shareholders' proposal? Okay. I hereby declare the polls closed. The formal portion of this meeting is hereby concluded. The Inspector of Election will now tabulate the votes, during which time, Alex and I will present an overview of the company's business and answer any questions you may have. We will then report the results of the voting before the close of the meeting. Beginning on Slide 6, our 4 growth pillars, a balanced business model and optimized product, a repeatable, scalable manufacturing format and continued investment in differentiation are how we deliver long-term shareholder value while navigating policy and market volatility. On the topic of technology, turning to Slide 7. Our strategy remains anchored in a simple premise. Customers ultimately buy lifetime energy, not just nameplate efficiency. And our road map is designed to optimize the balance of efficiency energy yield and cost while leveraging our industry-leading thin film expertise. Our technology strategy continues to be primarily concentrated on 2 core thin film focus pillars. First, we are executing a disciplined phase-gate introduction of CuRe, responsibly bringing this new technology to market with proven laboratory results and expanding field validation. Consistent with our prior outlook, we are pleased to report that the CuRe launch is complete in Perrysburg, and our first Series 6 line is ramping consistent with expectation. CuRe is scheduled to be replicated across Series 6 and 7 fleet through the first half of 2028, which achieved supports the potential realization of up to $0.6 billion of additional revenue from technology adjusters in the backlog, with the majority anticipated in 2027 and 2028. Our second pillar, Perovskite, is a key part of our effort to develop next-generation thin film semiconductors that can be deployed at commercial scale in both our traditional utility scale market while potentially expanding our addressable market segments. To date, we have achieved reliability results that we believe are comparable to best-in-class R&D efforts while continuing to advance efficiency and stability, 2 of the industry's key hurdles for scalable Perovskite technology. A major enabler of these efforts is our dedicated Perovskite development line in Ohio. On Slide 8, responsible solar remains a core differentiator. Our vertically integrated resource-efficient manufacturing delivers a higher energy result -- excuse me, return on energy invested than crystalline silicon alternatives. We employed thousands of Americans across 9 states and are proud to be the only solar manufacturer with more than 20 years of experience operating a global high-value PC recycling facility. Our industry-leading closed-loop process recovers semiconductor materials for use in new modules and returns high-quality glass, rubber and aluminum to domestic supply chains. I'll now hand the call over to Alex to discuss our 2025 financial performance.

Thanks, Mark. Turning to Slide 10. 2025 was a record year on multiple fronts. Commercially, we sold record 17.5 gigawatts. Financially, we delivered record net sales of $5.2 billion and full year diluted EPS of $14.21, ending the year with a $3.4 billion net cash balance. In manufacturing side, we produced 16.1 gigawatts, commissioned and initiated commercial production at our Louisiana facility and our South Carolina finishing line remains on schedule for Q4 2026. We also saw strong performance in the first quarter of 2026 with record first quarter revenue of $1 billion, record volumes sold of 3.8 gigawatts, including record sales in India, meaningful margin expansion and record Q1 diluted EPS of $3.22. With that, Mark, I'll turn the call back to you.

Okay. The floor is now open for any questions. You may submit questions online by clicking on the Q&A button at the top of the screen. Are there any questions that any of the stockholders would like to ask at this time?

Mark, there have nothing -- any questions submitted by stockholders.

Okay. If there are no questions or comments, I will ask the Secretary of the meeting to read the preliminary voting results.

On the proposal regarding election of directors, each nominee recommended by the Board of Directors has received a majority of the votes cast with respect to such candidate's election. Therefore, each of the 10 nominees has been duly elected to hold office until the next Annual Meeting of Stockholders or until their respective successors have been elected and qualified. On the proposal concerning the ratification of the appointment of First Solar's independent registered public accounting firm for the year ending December 31, 2026, 79,960,750 shares or approximately 86.8% of the shares represented and voting on this proposal have voted for ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the company for 2026. On the proposal concerning the advisory vote to approve the compensation of First Solar's named executive officers, 69,188,428 shares or approximately 86.81% of the shares represented and voting on this proposal have voted on an advisory basis to approve the compensation of First Solar's named executive officers. On the stockholder proposal to improve shareholder ability to call for a special meeting -- sorry, 34,307,259 shares or approximately 43.05% of the shares represented in voting on this proposal have voted to approve the stockholder proposal to improve shareholder ability to call for a special shareholder meeting. Accordingly, the proposal has failed to pass. Mr. Chairman, the voting results announced today are preliminary and subject to final tabulation by the inspector of election. The final results of the stockholder vote reflecting all proxies received through the close of the meeting and any votes cast during this meeting will be included in the final report of the Inspector of Election and will be published on a Form 8-K to be filed with the Securities and Exchange Commission and will be available upon request.

Thank you, Jason. This meeting is now concluded. I want to thank you all for attending today's meeting and for the support you have shown First Solar.

Thank you, everyone. This concludes the meeting. You may now disconnect.