Shoals Technologies Group (SHLS) risk factors, FY2025 10-K

Shoals Technologies Group's FY2025 10-K, filed Feb 24, 2026, lists 24 risk factors in 3 groups. Against the prior year's 31: 5 new, 12 dropped, 13 substantially reworded.

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Risk factors listed
243 groups
New this year
5vs 31 last year
Dropped
12since the prior 10-K
Substantially reworded
13of those kept
Section length
9k wordsItem 1A

What the changes say

  • Integration of the new Portland, Tennessee Mega Plant introduces operational and geographic concentration risks.

What changed since the prior 10-K

New

  • NewRisks Related to Our Business and Our Industry

    We may face difficulties integrating and optimizing our consolidated Tennessee-based manufacturing and distribution operations and may not fully realize the anticipated benefits

    Consolidating and ramping up manufacturing at our 638,000-square-foot Mega Plant in Portland, Tennessee, may cause operational inefficiencies and higher costs.

  • NewRisks Related to Our Business and Our Industry

    Global markets have experienced significant volatility in recent years due to macroeconomic conditions such as elevated inflation, capital market volatility, supply chain disruptions and broader geopolitical instability

    Macroeconomic volatility, inflation, and high interest rates could increase our operating costs and reduce customer demand for solar projects.

  • NewRisks Related to Our Business and Our Industry

    We are subject to risks related to our ability to protect, enforce, and defend our intellectual property

    We face risks in protecting our intellectual property from duplication or challenge by competitors despite patents and other legal protections.

  • NewRisks Related to Our Business and Our Industry

    Failure of our information technology systems, including those managed by third parties, or cybersecurity incidents could disrupt our operations and adversely affect our results of operations

    Cybersecurity threats and IT system failures could disrupt our operations, logistics, and confidential data.

  • NewRisks Related to Our Class A Common Stock

    value of our expected performance, which may prevent investors from being able to sell their Class A common stock at or above their purchase price. Declines in our stock price can also decrease the value of our equity compensation programs, which could make it hard to retain key personnel

    Class A common stock price volatility, share sales, and stock repurchases could harm our stock price and retention efforts.

Dropped

  • Dropped

    The following is a summary of the risks and uncertainties that could materially adversely affect our business, financial condition and results of operations. You should read this summary together with the more detailed description of each risk factor contained below

    Summary of risks and uncertainties.

  • DroppedRisks Related to Our Business and Our Industry

    or decrease its estimated warranty liability from its current estimate, and such increase or decrease may be material

  • DroppedRisks Related to Our Business and Our Industry

    rate of 14.75% and reducing that rate each year to 14% in 2026, and directed the U.S. Trade Representative to conclude agreements with Canada and Mexico on trade in solar products

  • DroppedRisks Related to Our Business and Our Industry

    We may face difficulties with respect to the planned consolidation and relocation of our Tennessee-based manufacturing and distribution operations, and may not realize the benefits thereof

    Warranty liability assumptions for the wire insulation shrinkback matter.

  • DroppedRisks Related to Our Business and Our Industry

    Macroeconomic conditions, including high inflation, high interest rates, and geopolitical instability impacts our business and financial results

  • DroppedRisks Related to Our Business and Our Industry

    We are subject to risks associated with the patent infringement complaints that we filed with the U.S. International Trade Commission (“ITC”) and District Courts

  • DroppedRisks Related to Our Business and Our Industry

    If we fail to, or incur significant costs in order to, obtain, maintain, protect, defend or enforce our intellectual property portfolio and other proprietary rights, including the patents we are asserting in ongoing patent infringement litigation, our business and results of operations could be materially harmed

    Historical Section 301 tariffs on inverters and power optimizers.

  • DroppedRisks Related to Our Business and Our Industry

    trademarks, thereby impeding our ability to build brand identity and possibly leading to market confusion. If we are unable to establish name recognition based on our trademarks and trade names, we may not be able to compete effectively

  • DroppedRisks Related to Our Business and Our Industry

    The unauthorized access to our information technology systems or the disclosure of personal or sensitive data or confidential information, whether through a breach of our computer system or otherwise, could severely disrupt our business or reduce our sales or profitability

  • DroppedRisks Related to Our Business and Our Industry

    Failure of our information technology systems, including those managed by third parties, whether intentional or inadvertent, could lead to delays in our business operations and, if significant or extreme, affect our results of operations

  • DroppedRisks Related to Our Business and Our Industry

    international subsidiaries to build credibility and market presence; and utilizing locally sourced components in our products in jurisdictions where locally sourced components are a regulatory or customer requirement

  • DroppedRisks Related to Our Class A Common Stock

    (the “DGCL”), forum selection and the liability of our directors, or to amend, alter, rescind or repeal our amended and restated bylaws

Reworded

  • 96% rewrittenRisks Related to Our Business and Our Industry

    If demand for solar energy projects diminishes, we may not be able to grow, and our financial results, business and prospects could be materially adversely impacted

    Updated to describe 2023 and 2024 utility-scale solar market delays and add interconnection challenges and U.S. political uncertainty as demand risks.

  • 96% rewrittenRisks Related to Our Business and Our Industry

    We are subject to risks from changes to trade restrictions, import tariffs, anti-dumping and countervailing duties. Such changes could adversely affect the amount or timing of our revenue, results of operations or cash flows

    Broadened from a specific mention of a potential 60% Chinese tariff under the Trump administration to general trade policy changes and raw material sourcing risks.

    Was: The imposition of trade restrictions, import tariffs, anti-dumping and countervailing duties could adversely affect the amount or timing of our revenue, results of operations or cash flows

  • 92% rewrittenRisks Related to Our Business and Our Industry

    The interruption of the flow of raw materials from international vendors has disrupted our supply chain, including as a result of the imposition of additional duties, tariffs and other charges on imports and exports

    Updated to focus on ongoing U.S.-China relations and tariff regimes impacting raw material availability for our components and system solutions.

  • 88% rewrittenRisks Related to Our Business and Our Industry

    Our expansion outside the U.S. could subject us to additional business, financial, regulatory and competitive risks

    Added expansion opportunities in Latin America via product supply for solar projects, exposing us to new regulatory and operational risks.

  • 87% rewrittenRisks Related to Our Business and Our Industry

    If we fail to accurately estimate the potential losses related to the wire insulation shrinkback matter, or fail to recover the costs and expenses incurred by us from the supplier, our profit margins, financial results, business and prospects could be materially adversely impacted

    Refined wording regarding the wire insulation shrinkback matter involving Prysmian, removing specific 2024 quarterly loss estimate update references.

  • 84% rewrittenRisks Related to Our Business and Our Industry

    The market for our products is competitive, and we face increased competition as new and existing competitors introduce EBOS system solutions and components, which could negatively affect our results of operations and market share

    Updated our principal competitors list to include Nextpower (via acquisition of Bentek) and added packaging and transportation as competitive factors.

  • 81% rewrittenRisks Related to Our Class A Common Stock

    The market price of our Class A common stock may decline and may continue to be subject to significant volatility

    Truncated the discussion on stock price volatility and its impact on performance expectations and equity compensation.

  • 77% rewrittenRisks Related to Our Business and Our Industry

    A significant drop in the price of electricity may harm our business, financial condition, results of operations and prospects

    Streamlined factors causing electricity price decreases that could lower demand for solar energy systems.

  • 62% rewrittenRisks Related to Our Business and Our Industry

    Amounts included in our backlog and awarded orders may not result in actual revenue or translate into profits

  • 53% rewrittenRisks Related to Our Class A Common Stock

    Provisions in our amended and restated certificate of incorporation and amended and restated bylaws may have the effect of delaying or preventing a change of control or changes in our management

  • 51% rewrittenRisks Related to Our Business and Our Industry

    A loss of one or more of our significant customers, their inability to perform under their contracts, or their default in payment could harm our business and negatively impact revenue, results of operations, and cash flow

  • 35% rewrittenRisks Related to Our Business and Our Industry

    We have experienced, and may experience in the future, delays, disruptions, quality control or reputational problems in our manufacturing operations in part due to our vendor concentration

  • 34% rewrittenRisks Related to Our Business and Our Industry

    Acquisitions, joint ventures and/or investments and the failure to integrate acquired businesses, could disrupt our business and negatively impact our results of operations

All 24 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Business and Our Industry

  1. 01If demand for solar energy projects diminishes, we may not be able to grow, and our financial results, business and prospects could be materially adversely impacted96% rewritten
  2. 02If we fail to accurately estimate the potential losses related to the wire insulation shrinkback matter, or fail to recover the costs and expenses incurred by us from the supplier, our profit margins, financial results, business and prospects could be materially adversely impacted87% rewritten
  3. 03The interruption of the flow of raw materials from international vendors has disrupted our supply chain, including as a result of the imposition of additional duties, tariffs and other charges on imports and exports92% rewritten
  4. 04We are subject to risks from changes to trade restrictions, import tariffs, anti-dumping and countervailing duties. Such changes could adversely affect the amount or timing of our revenue, results of operations or cash flows96% rewritten
  5. 05We have modified, and in the future may modify, our business strategy to abandon lines of business or implement new lines of business. Modifying our business strategy could have an adverse effect on our business and financial results
  6. 06Amounts included in our backlog and awarded orders may not result in actual revenue or translate into profits62% rewritten
  7. 07We have experienced, and may experience in the future, delays, disruptions, quality control or reputational problems in our manufacturing operations in part due to our vendor concentration35% rewritten
  8. 08If we fail to retain our key personnel and attract additional qualified personnel, our business strategy and prospects could suffer
  9. 09Our products are primarily manufactured and shipped from our production facilities in Tennessee, and any damage or disruption at these facilities may harm our business
  10. 10We may face difficulties integrating and optimizing our consolidated Tennessee-based manufacturing and distribution operations and may not fully realize the anticipated benefitsNew
  11. 11Safety issues may subject us to penalties, negatively impact customer relationships, result in higher operating costs, and negatively impact employee morale and turnover
  12. 12The market for our products is competitive, and we face increased competition as new and existing competitors introduce EBOS system solutions and components, which could negatively affect our results of operations and market share84% rewritten
  13. 13Global markets have experienced significant volatility in recent years due to macroeconomic conditions such as elevated inflation, capital market volatility, supply chain disruptions and broader geopolitical instabilityNew
  14. 14We are subject to risks related to our ability to protect, enforce, and defend our intellectual propertyNew
  15. 15Acquisitions, joint ventures and/or investments and the failure to integrate acquired businesses, could disrupt our business and negatively impact our results of operations34% rewritten
  16. 16A loss of one or more of our significant customers, their inability to perform under their contracts, or their default in payment could harm our business and negatively impact revenue, results of operations, and cash flow51% rewritten
  17. 17A significant drop in the price of electricity may harm our business, financial condition, results of operations and prospects77% rewritten
  18. 18Failure of our information technology systems, including those managed by third parties, or cybersecurity incidents could disrupt our operations and adversely affect our results of operationsNew
  19. 19Our expansion outside the U.S. could subject us to additional business, financial, regulatory and competitive risks88% rewritten
  20. 20Our indebtedness could adversely affect our financial flexibility, restrict our current and future operations, and our competitive position

Risks Related to Regulatory Matters

  1. 21Changes in tax laws or regulations that are applied adversely to us, or our customers could materially adversely affect our business, financial condition, results of operations and prospects

Risks Related to Our Class A Common Stock

  1. 22The market price of our Class A common stock may decline and may continue to be subject to significant volatility81% rewritten
  2. 23value of our expected performance, which may prevent investors from being able to sell their Class A common stock at or above their purchase price. Declines in our stock price can also decrease the value of our equity compensation programs, which could make it hard to retain key personnelNew
  3. 24Provisions in our amended and restated certificate of incorporation and amended and restated bylaws may have the effect of delaying or preventing a change of control or changes in our management53% rewritten

Other Shoals Technologies Group 10-Ks

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.