Array Technologies, Inc.
For the period ended Dec 31, 2025. Filed Feb 25, 2026.
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FY2025 · Filed Feb 25, 2026
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Item 15. Exhibit and Financial Statement Schedules
(a)(1) Financial Statements.
The financial statements and supplementary data required by this item are included after the Signature page of this Annual Report on Form 10-K beginning on page F-1.
(a)(2) Financial Statement Schedules.
All financial statement schedules have been omitted because they are not required or because the required information is given in the Financial Statements or Notes thereto.
(a)(3) Exhibits.
The exhibits listed in the Exhibit Index below are filed or incorporated by reference as part of this Annual Report.
Exhibit Index
| Incorporation by Reference | ||||
|---|---|---|---|---|
| Number | Description of Document | Form | Filing Date | Exhibit |
| 2.1 | Equity Purchase Agreement, dated June 17, 2025, by and among STINorland USA, Inc., Array Technologies, Inc., APA Solar, LLC, SunHoldings, LLC and the Guarantors party thereto. | 8-K | 06/18/2025 | 2.1 |
| 2.2 | First Amendment to Equity Purchase Agreement, dated August 14, 2025, by and among STINorland USA, Inc., Array Technologies, Inc., APA Solar, LLC, SunHoldings, LLC, and the Guarantors party thereto. | 8-K | 08/14/2025 | 2.2 |
| Incorporation by Reference | ||||
|---|---|---|---|---|
| Number | Description of Document | Form | Filing Date | Exhibit |
| 3.1 | Amended and Restated Certificate of Incorporation of Array Technologies, Inc., dated October 19, 2020 | 8-K | 10/19/2020 | 3.1 |
| 3.2 | Amended and Restated Bylaws of Array Technologies, Inc., dated October 19, 2020 | 8-K | 10/19/2020 | 3.2 |
| 3.3 | Certificate of Designations of Series A Perpetual Preferred Stock | 8-K | 08/11/2021 | 3.1 |
| 4.1 | Description of securities registered under Section 12 of the Exchange Act | 10-K | 03/10/2021 | 4.1 |
| 4.2 | Indenture, dated December 3, 2021, among Array Technologies, Inc. and U.S. Bank National Association | 8-K | 12/07/2021 | 4.1 |
| 4.3 | Form of 1.00% Convertible Senior Note due 2028 (included in Exhibit 4.2) | 8-K | 12/07/2021 | 4.1 |
| 4.4 | Indenture, dated June 27, 2025, between Array Technologies, Inc. and U.S. Bank Trust Company, National Association. | 8-K | 06/27/2025 | 4.1 |
| 4.5 | Form of 2.875% Convertible Senior Note due 2031 (included in Exhibit 4.4) | 8-K | 06/27/2025 | 4.2 |
| 10.1 | Registration Rights Agreement, dated August 10, 2021, by and between Array Technologies, Inc. and BCP Helios Aggregator L.P. | 8-K | 08/11/2021 | 10.2 |
| 10.2 | Registration Rights Agreement, dated January 11, 2022, by and among Array Technologies, Inc. and the holders identified therein | 8-K | 01/11/2022 | 10.1 |
| 10.3 | Credit Agreement, dated October 14, 2020, by and among Array Tech, Inc. (f/k/a Array Technologies, Inc.), as borrower, ATI Investment Sub, Inc., as guarantor, Goldman Sachs Bank USA, as administrative agent and collateral agent, and the Lenders (as defined therein) from time to time party thereto | 8-K | 10/19/2020 | 10.2 |
| 10.4 | Amended and Restated ABL Credit and Guarantee Agreement, dated March 23, 2020, by and among ATI Investment Holdings, Inc., Wells Fargo Bank, National Association, as administrative agent, and the lenders from time to time party thereto | S-1/A | 10/14/2020 | 10.1 |
| 10.5 | Tax Receivable Agreement, dated July 8, 2016, between Array Tech, Inc. (f/k/a Array Technologies, Inc.) and Ron P. Corio | S-1/A | 10/14/2020 | 10.3 |
| 10.6+ | Array Technologies, Inc. 2020 Long-Term Incentive Plan | S-1/A | 10/7/2020 | 10.4 |
| 10.7+ | Amended and Restated Array Technologies, Inc. 2020 Long-Term Incentive Plan | 10-K | 3/3/2025 | 10.7 |
| 10.8+ | Array Technologies, Inc. 2021 Employee Stock Purchase Plan | S-8 | 6/29/2022 | 10.1 |
| 10.9+ | Form of RSU Grant Notice and Award Agreement (Employees) | S-8 | 10/19/2020 | 10.2 |
| 10.10+ | Form of RSU Grant Notice and Award Agreement (Directors) | S-8 | 10/19/2020 | 10.3 |
| 10.11+ | Form of PSU Grant Notice and Award Agreement | 10-K | 3/3/2025 | 10.11 |
| 10.12+ | Offer Letter of Employment, dated April 3, 2022, between Array Tech, Inc. and Kevin Hostetler | 8-K | 4/5/2022 | 10.1 |
| Incorporation by Reference | ||||
|---|---|---|---|---|
| Number | Description of Document | Form | Filing Date | Exhibit |
| 10.13+ | Offer Letter of Employment, dated November 28, 2022, between Array Tech, Inc. and Neil Manning | 10-K | 2/28/2024 | 10.13 |
| 10.14+ | Offer Letter of Employment, dated July 25, 2022, between Array Tech, Inc. and Terrance Collins | 10-K | 2/28/2024 | 10.11 |
| 10.15+ | Offer Letter of Employment, dated December 1, 2024, between Array Tech, Inc. and H. Keith Jennings | 8-K | 12/03/2024 | 10.1 |
| 10.16+ | Offer Letter of Employment, dated November 18, 2023, between Array Tech, Inc. and James Zhu | 10-K | 03/03/2025 | 10.16 |
| 10.17+ | Amended and Restated Array Technologies, Inc. Executive Severance and Change in Control Plan | 10-K | 03/03/2025 | 10.17 |
| 10.18+ | Transition and Separation Agreement, dated June 5, 2024, by and between Array Technologies, Inc. and Kurt Wood | 8-K | 08/08/2024 | 10.2 |
| 10.19+ | Form of Director and Officer Indemnification Agreement | S-1/A | 10/14/2020 | 10.11 |
| 10.20 | Amendment No. 1, dated February 23, 2021, to the credit agreement by and among Array Tech, Inc. (f/k/a Array Technologies, Inc.), as borrower, ATI Investment Sub, Inc., as guarantor, Goldman Sachs Bank USA, as administrative agent and collateral agent, and the lenders from time to time party thereto | 10-K | 03/10/2021 | 10.14 |
| 10.21 | Amendment No. 2, dated February 26, 2021, to the credit agreement by and among Array Tech, Inc. (f/k/a Array Technologies, Inc.), as borrower, ATI Investment Sub, Inc., as guarantor, Goldman Sachs Bank USA, as administrative agent and collateral agent, and the lenders from time to time party thereto | 8-K | 03/02/2021 | 10.1 |
| 10.22 | Form of Capped Call Confirmation | 8-K | 12/07/21 | 10.1 |
| 10.23+ | Array Technologies, Inc. Deferred Compensation Plan | 8-K | 5/24/2024 | 10.1 |
| 10.24 | Industrial Triple Net Lease, dated May 31, 2024, by and between GDC Sunshine, LLC and Array Tech, Inc. | 10-K | 3/3/2025 | 10.26 |
| 10.25 | Amendment No. 3, dated March 2, 2023, to the credit agreement by and among Array Tech, Inc. (f/k/a Array Technologies, Inc.), as borrower, ATI Investment Sub, Inc. as guarantor, Goldman Sachs Bank USA, as administrative agent and collateral agent, and the lenders from time to time party thereto | 10-Q | 5/10/2023 | 10.1 |
| 10.26 | Amendment No. 4 to the Credit Agreement, dated as of May 1, 2025, by and among Array Tech, Inc., as borrower, ATI Investment Sub, Inc. as holdings, Goldman Sachs Bank USA, as administrative agent, and the additional lenders party thereto (in such capacities indicated therein) | 10-Q | 5/6/2025 | 10.2 |
| 10.27+ | Offer Letter of Employment, dated December 29, 2024, Array Tech, Inc. and Gina Gunning | 10-Q | 5/6/2025 | 10.1 |
| 10.28 | Form of Capped Call Confirmation. | 8-K | 6/27/2025 | 10.1 |
| 10.29+ | Amendment No. 1 to Transition and Separation Agreement, dated August 4, 2025, between Array Technologies, Inc. and Kurt Wood | 10-Q | 8/7/2025 | 10.3 |
| 10.30+† | Form of PSU Grant Notice and Award Agreement | 10-Q | 11/5/2025 | 10.1 |
| 10.31 | First Amendment to Exhibit B “Construction Agreement” to Industrial Triple Net Lease, dated July 25, 2024 by and between GDC Sunshine, LLC and Array Tech, Inc. | 10-Q | 11/5/2025 | 10.2 |
| Incorporation by Reference | ||||
|---|---|---|---|---|
| Number | Description of Document | Form | Filing Date | Exhibit |
| 10.32† | Second Amendment to Industrial Triple Net Lease, dated September 26, 2024, by and between GDC Sunshine, LLC and Array Tech, Inc. | 10-Q | 11/5/2025 | 10.3 |
| 10.33† | Third Amendment to Industrial Triple Net Lease, dated October 4, 2025, by and between GDC Sunshine, LLC and Array Tech, Inc. | 10-Q | 11/5/2025 | 10.4 |
| 10.34 | Amendment No. 5 to the Credit Agreement, dated as of February 18, 2026, by and among Array Tech, Inc., as borrower, ATI Investment Sub, Inc. as holdings, Goldman Sachs Bank USA, as administrative agent, and the additional lenders party thereto (in such capacities indicated therein) | 8-K | 2/18/2026 | 10.1 |
| 19.1 | Insider Trading Policy of Registrant | 10-K | 3/3/2025 | 19.1 |
| 21.1* | List of Subsidiaries of the Registrant | |||
| 23.1* | Consent of Independent Registered Public Accounting Firm | |||
| 31.1* | Certification of the Chief Executive Officer, as required by Section 302 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350) | |||
| 31.2* | Certification of the Chief Financial Officer, as required by Section 302 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350) | |||
| 32.1** | Certification of the Chief Executive Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) | |||
| 32.2** | Certification of the Chief Financial Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) | |||
| 97 | Array Technologies, Inc. Clawback Policy | 10-K | 2/28/2024 | 97 |
| 101 | Interactive Data Files | |||
| 104 | Cover Page Interactive Data File | |||
- Filed herewith
** This certification is being furnished solely to accompany this Annual Report on Form 10-K pursuant to 18 U.S.C. Section 1350, and it is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934 and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
- Indicates management contract or compensatory plan.
† Certain schedules and attachments have been omitted pursuant to Regulation S-K Item 601(a)(5) and will be furnished on a supplemental basis to the SEC upon request.
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