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What changed in Enphase Energy's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Enphase Energy's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+425 added−401 removedSource: 10-K (2026-02-17) vs 10-K (2025-02-10)

Top changes in Enphase Energy's 2025 10-K

425 paragraphs added · 401 removed · 307 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

68 edited+47 added−24 removed46 unchanged
Biggest changeThis product makes installation simpler and saves time for installers. In January 2025, we introduced IQ ® Battery 5P with FlexPhase, for customers in Germany, Austria and Switzerland. The IQ Battery 5P with FlexPhase is an all-in-one AC-coupled system that delivers reliable backup power and supports both single-phase and three-phase applications. EV Chargers.
Biggest changeWe currently ship our IQ Battery 5P with FlexPhase™ technology, an all-in-one AC-coupled system that delivers reliable backup power and supports both single-phase and three-phase applications, to customers in Germany, Austria, Switzerland, Luxembourg, Poland, Spain, Portugal, France, the Netherlands, Belgium, Sweden, Denmark, Greece, Croatia, Slovenia, Slovakia, Latvia, Lithuania, Estonia, Romania, Australia, New Zealand and India.
We sell primarily to solar distributors who combine our products with others, including solar module products and racking systems, and resell to installers in each target region. In addition to our solar distributors, we sell directly to select large installers, original equipment manufacturers (“OEM”) and strategic partners.
We primarily sell to solar distributors who combine our products with others, including solar module products and racking systems, and resell to installers in each target region. In addition to our solar distributors, we sell directly to select large installers, original equipment manufacturers (“OEM”) and strategic partners.
Customers are able to purchase Enphase-branded EV chargers, which support both J1772 and North American Charging Standard (“NACS”) connectors with a charging power range between 32 amperes and 64 amperes. Our smart IQ ® EV Chargers sold in the United States and Canada are Wi-Fi-equipped and include smart control and monitoring capabilities.
Customers are able to purchase Enphase-branded EV chargers, which support both J1772 and North American Charging Standard connectors with a charging power range between 32 amperes and 64 amperes. Our smart IQ EV Chargers sold in the United States and Canada are equipped with Wi-Fi and include smart control and monitoring capabilities.
Our Enphase IQ Battery storage systems, with usable and scalable capacity of 10.1 kWh and 3.4 kWh for the United States, and 10.5 kWh and 3.5 kWh for Europe and other international countries, are based on our Ensemble OS™ software, which powers our grid-independent microinverter-based storage systems.
IQ Batteries. Our Enphase IQ Battery storage systems, with usable and scalable capacity of 10.1 kWh and 3.4 kWh for the United States, and 10.5 kWh and 3.5 kWh for Europe and other international countries, are based on our Ensemble OS™ software, which powers our grid-independent microinverter-based storage systems.
Further, the nature of our cloud-based, monitored system allows for remote firmware and software updates, that allows cost-effective remote maintenance and ongoing utility compliance. We have transitioned from solar only systems to complete energy management solutions, which consist of solar, batteries, load control, electrical vehicle (“EV”) charging, compatibility with third-party generators, and grid services.
Further, the nature of our cloud-based, monitored system allows for remote firmware and software updates, enabling cost-effective remote maintenance and ongoing utility compliance. We have transitioned from solar only systems to complete energy management solutions, which consist of solar, batteries, load control, electrical vehicle (“EV”) charging, compatibility with third-party generators, and grid services.
If solar modules are wired using a traditional central inverter—a group or “string” of modules are wired in series, and an entire string’s output is limited by the output of the lowest-performing module. Because of its string design, there is a single point of failure risk with the traditional string inverter approach. • Reli a bility issues .
If solar modules are wired using a traditional central inverter—a group or “string” of modules are wired in series, then an entire string’s output is limited by the output of the lowest-performing module. Because of its string design, there is a single point of failure risk with the traditional string inverter approach. • Reli a bility issues .
Traditional string inverters are the single most common component of solar installations to fail, resulting in system downtime and adversely impacting total energy output. As a result, string inverters typically carry warranties of only 5 to 12 years. • Complex design and installation requirements .
Traditional string inverters are the single most common component of solar installations to fail, resulting in system downtime and adversely impacting total energy output. As a result, string inverters typically carry warranties of only 8 to 12 years. • Complex design and installation requirements .
Enphase Energy, Inc. | 2024 Form 10-K | 13 Table of Contents Government Incentives U.S. federal, state and local government bodies, as well as non-U.S. government bodies provide supportive policies and incentives to owners, distributors, system integrators and manufacturers of solar energy and battery storage systems to promote the use of these resources in the form of rebates, tax credits, lower VAT rate and other financial incentives, such as system performance payments, payments for renewable energy credits associated with renewable energy generation and exclusion of solar energy systems from property tax assessments.
Enphase Energy, Inc. | 2025 Form 10-K | 14 Table of Contents Government Incentives U.S. federal, state and local government bodies, as well as non-U.S. government bodies provide supportive policies and incentives to owners, distributors, system integrators and manufacturers of solar energy and battery storage systems to promote the use of these resources in the form of rebates, tax credits, lower VAT rate and other financial incentives, such as system performance payments, payments for renewable energy credits associated with renewable energy generation and exclusion of solar energy systems from property tax assessments.
This transition has contributed to the rising global interest in the full electrification of homes and businesses through renewable sources of energy. Our Strategy Our objective is to build best-in-class home energy systems and deliver them to homeowners through our installer and distribution partners, enabled by a comprehensive digital platform. Key elements of our strategy include: • Best-in-class customer experience.
This transition follows the rising global interest in the full electrification of homes and businesses through renewable sources of energy. Our Strategy Our objective is to build best-in-class home energy systems and deliver them to homeowners through our installer and distribution partners, enabled by a comprehensive digital platform. Key elements of our strategy include: • Best-in-class customer experience.
Products The Enphase Energy System, powered by IQ Microinverters, IQ Batteries and other products and services, is an integrated solar, storage and energy management offering that enables self-consumption and delivers our core value proposition of yielding more energy, simplifying design and installation, and improving system uptime and reliability. IQ Microinverters . We ship IQ8™ series microinverters into 57 countries worldwide.
Products The Enphase Energy System, powered by IQ Microinverters, IQ Batteries and other products and services, is an integrated solar, storage and energy management offering that enables self-consumption and delivers our core value proposition of yielding more energy, simplifying design and installation, and improving system uptime and reliability. IQ Microinverters . We ship IQ8™ Microinverters into 58 countries worldwide.
Our goals are to partner better with these service providers so that we can provide exceptional, high quality service to homeowners who have installed our products. We are convinced that continued reinforcement of customer experience improvements by providing 24x7 support can be a competitive advantage for us.
Our goals are to partner better with these service providers so that we can provide exceptional, high quality service to homeowners who have installed our products. We are convinced that continued reinforcement of customer experience improvements by providing 24x7 support can be a competitive advantage for us. • Expand our product offerings.
We continue to evolve a governance framework that exercises appropriate oversight of responsibilities at all levels throughout the company and manages its affairs consistent with high principles of business ethics and advancing a sustainable future for all. Human Capital Resources As of December 31, 2024, we had 2,781 full-time employees.
We continue to evolve a governance framework that exercises appropriate oversight of responsibilities at all levels throughout the company and manages its affairs consistent with high principles of business ethics and advancing a sustainable future for all. Human Capital Resources As of December 31, 2025, we had 2,872 full-time employees.
Among other government-established incentives, net energy metering (“NEM”) and related policies have supported the growth of on-grid rooftop solar and storage products, and changes to such policies may significantly reduce demand for electricity from our solar and storage service offerings. NEM tariffs provide customers with compensation for exporting excess solar generation to the electrical grid.
Among other government-established incentives, net energy metering (“NEM”) and related policies have supported the growth of on-grid rooftop solar and storage products, and changes to such policies may significantly reduce demand for electricity from our solar and storage service offerings. NEM tariffs provide customers with compensation for exporting excess solar generation to the electrical grid. One Big Beautiful Bill Act.
We distinguish ourselves from other inverter companies with our systems-based and high technology approach, as we continue to invest in research and development to develop all components of our home energy management systems and remain committed to providing our customers and partners with best-in-class power electronics, storage solutions, communications and load control, all managed by a cloud-based home energy management system. • Increase power and efficiency and reduce cost per watt.
We distinguish ourselves from other inverter companies with our systems-based and high technology approach, as we continue to invest in research and development to develop all components of our home energy management systems and remain committed to providing our customers and partners with best-in-class power electronics, storage solutions, communications and load control, all managed by a cloud-based home energy management system.
Our key focus is to expand our digital presence through enhancing our array of tools on our digital platform to keep us continually connected with our installers and homeowners, as well as increasing the use of the online store significantly.
Our key focus is to expand our digital presence through enhancing our array of tools on our digital platform to keep us continually connected with our installers and homeowners, as well as increasing the use of our online store significantly. • Grow market share worldwide.
The IQ Battery 5P is available for customers in Australia, New Zealand, India, the United States, Puerto Rico, Mexico, Canada, the United Kingdom, Italy, France, Germany, Austria, Switzerland, the Netherlands, Luxembourg, Belgium and Romania.
Our IQ Battery 5P is available for customers in the United States, Australia, New Zealand, Puerto Rico, Mexico, Canada, the United Kingdom, Italy, France, the Netherlands, Luxembourg, Belgium, Romania and India.
The principal areas in which we compete with other companies include: • product performance and features; • total cost of ownership; • breadth of product line; • local sales and distribution capabilities; • module compatibility and interoperability; • reliability and duration of product warranty; • technological expertise; • brand recognition; • customer service and support; • compliance with industry standards and certifications; • compliance with current and planned local electrical codes; • integration with storage offerings; • size and financial stability of operations; • size of installed base; and Enphase Energy, Inc. | 2024 Form 10-K | 10 Table of Contents • local manufacturing and product content.
The principal areas in which we compete with other companies include: • product performance and features; • total cost of ownership; • breadth of product line; • local sales and distribution capabilities; • module compatibility and interoperability; • reliability and duration of product warranty; • technological expertise; • brand recognition; • customer service and support; • compliance with industry standards and certifications; • compliance with current and planned local electrical codes; • integration with storage offerings; • size and financial stability of operations; • size of installed base; and • local manufacturing and product content.
We protect our technology through a variety of means, including through patent, trademark, copyright and trade secrets laws in the United States and similar laws in other countries, confidentiality agreements and other contractual arrangements. As of December 31, 2024, we have approximately 406 global patents and 255 pending patent applications.
We protect our technology through a variety of means, including through patent, trademark, copyright and trade secrets laws in the United States and similar laws in other countries, confidentiality agreements and other contractual arrangements. As of December 31, 2025, we have approximately 400 global patents and 200 pending patent applications.
We now ship the IQ8HC™ Microinverters, IQ8X™ Microinverters, IQ8P-3P Commercial Microinverters and IQ ® Battery 5Ps supplied from our contract manufacturing facilities in the United States with higher domestic content than previous models that, when paired with other U.S.-made solar equipment, are expected to help certain solar projects qualify for the domestic content bonus tax credit under the Inflation Reduction Act of 2022 (“IRA”).
We ship our IQ8HC™ Microinverters, IQ8X™ Microinverters, IQ8P-3P Commercial Microinverters, IQ9N-3P™ Commercial Microinverters, IQ ® Battery 5Ps and IQ ® Battery 10Cs supplied from manufacturing facilities in the United States with higher domestic content than previous models, that when paired with other U.S.-made solar equipment could qualify for the domestic content bonus tax credit under the Inflation Reduction Act of 2022 (the “IRA”).
As of December 31, 2024, we have shipped approximately 80.0 million microinverters, and approximately 4.7 million Enphase residential and commercial systems have been deployed in more than 160 countries. We design, develop, manufacture and sell home energy solutions that manage energy generation, energy storage, and control and communications on one intelligent platform.
As of December 31, 2025, we have shipped approximately 86.4 million microinverters, and more than 5.1 million Enphase residential and commercial systems have been deployed in over 160 countries. We design, develop, manufacture and sell home energy solutions that manage energy generation, energy storage, and control and communications on one intelligent platform.
Enphase IQ Batteries in Enphase Energy, Inc. | 2024 Form 10-K | 8 Table of Contents Europe can be installed with both single-phase and three-phase third-party solar energy inverters, enabling homeowners to upgrade their existing home solar systems with a residential battery storage solution that reduces costs while providing increased self-reliance.
Enphase IQ Batteries in Europe can be installed with both single-phase and three-phase third-party solar energy inverters, enabling homeowners to upgrade their existing home solar systems with a residential battery storage solution that reduces costs while providing increased self-reliance.
Values are reinforced in new hire training, culture workshops and everyday interactions. Talent Our talent and culture are critical to our success. Our human capital management philosophy and objectives focus on creating a high-performance culture in which our employees deliver, succeed and lead. We achieve our objectives through various employee engagement and talent development efforts.
Values are reinforced in new hire training, culture workshops and everyday interactions. Talent Our talent and culture are critical to our success. Our human capital management philosophy and objectives focus on creating a high-performance culture in which our employees deliver, succeed and lead.
Our benefits packages provide a balance of protection along with the flexibility to meet the individual needs of our employees. Our global flexible workplace policy introduced in response to COVID-19 pandemic allows employees in certain countries and locations to work in a remote or hybrid mode as business necessitates.
Our benefits packages provide a balance of protection along with the flexibility to meet the individual needs of our employees. Our flexible workplace philosophy allows employees in certain countries and locations to work in a remote or hybrid mode as business necessitates.
Solar PV installers aim for simple installation design, fast installation times and maximum system performance and predictability. The installation of high-voltage DC string inverter technology, however, requires significant preparation, precautionary safety measures, time-consuming string calculations, extensive design expertise and specialized installation equipment, training and knowledge.
Solar PV installers aim for simple installation design, fast installation times and maximum system performance and predictability. The installation of high-voltage DC string inverter technology, however, requires significant preparation, precautionary safety measures, time-consuming string calculations, Enphase Energy, Inc. | 2025 Form 10-K | 11 Table of Contents extensive design expertise and specialized installation equipment, training and knowledge.
Prices for such services are agreed to by the parties on a quarterly basis, and we are obligated to purchase manufactured products and raw materials that cannot be resold upon the termination of the corresponding agreement. Flex also provides receiving, kitting, storage, transportation, inventory visibility and other value-added logistics services at locations managed by Flex.
Prices for such services are agreed to by the parties on a quarterly basis, and under our agreements we are obligated to purchase manufactured products and raw materials that cannot be resold upon the termination of the applicable agreements. DHL, Flex and other service providers also provide receiving, kitting, storage, transportation, inventory visibility and other value-added logistics services.
We also sell certain products and services to homeowners, primarily in support of our warranty services and legacy product upgrade programs, via our online store. In the years ended December 31, 2024, 2023 and 2022, one customer accounted for approximately 48%, 40% and 37%, respectively, of our net revenues.
We also sell certain products to homeowners through third-party marketplaces, and offer additional products and services through our online store, primarily to support our warranty programs and product upgrade initiatives. In the years ended December 31, 2025, 2024 and 2023, one customer accounted for approximately 39%, 48% and 40%, respectively, of our net revenues.
Our OEM customers include solar module manufacturers who integrate our microinverters with their solar module products and resell to both distributors and installers. Strategic partners include a variety of companies, including industrial equipment suppliers and providers of solar financing solutions.
Our OEM customers include solar module manufacturers who integrate our microinverters with their solar module products and resell to both distributors and installers. Strategic partners include a variety of companies, including industrial equipment suppliers, module companies, energy suppliers and developers of third-party solar finance offerings (such as TPOs).
Government regulations are subject to change, and accordingly we are unable to assess the possible effect of compliance with future requirements or whether our compliance with existing regulations will materially impact our business in the future.
Government regulations are subject to change, and accordingly we are unable to assess the possible effect of compliance with future requirements or whether our compliance with existing regulations will materially impact our business in the future. Uncertainty related to tariffs and global trade policies continues to affect our operations, the solar industry, and our customers.
A majority of our patents relate to DC to AC power conversion, energy storage devices and related energy environments. With respect to proprietary know-how that is not patentable and processes for which patents are difficult to enforce, we rely on trade secret protection and confidentiality agreements to safeguard our interests.
With respect to proprietary know-how that is not patentable and processes for which patents are difficult to enforce, we rely on trade secret protection and confidentiality agreements to safeguard our interests.
Flex Ltd. and affiliates (“Flex”), Salcomp Plc. and affiliates (“Salcomp”), and Sunwoda Electric Co. Ltd. (“Sunwoda”) to assemble and test our IQ microinverters, IQ Battery storage systems, EV chargers and IQ Gateway products.
We utilize Flex Ltd. and affiliates (“Flex”), Salcomp Manufacturing India PVT and Sunwoda Electric Co. Ltd. to assemble and test certain of our IQ microinverters, IQ Battery storage systems, EV chargers and IQ Gateway products.
This product is a 1,500 Wh smart, go-anywhere portable energy system that can power most small appliances in the home, at work, or outdoors. It is designed to provide battery backup, helping to ensure essential electronics stay up and running during power outages. Enphase Energy, Inc. | 2024 Form 10-K | 9 Table of Contents Grid Services.
The IQ PowerPack 1500™portable energy system is now available in the United States and Canada. This product is a 1,500 Wh smart, go-anywhere portable energy system that can power most small appliances in the home, at work, or outdoors. It is designed to provide battery backup, helping to ensure essential electronics stay up and running during power outages.
Of the full-time employees, 1,171 were engaged in sales and marketing, 1,077 in research and development, 263 in general and administration, 159 in manufacturing and operations and 111 in solar system configuration design and permitting services.
Of the full-time employees, 1,300 were engaged in sales and marketing, 1,081 were engaged in research and development, 254 in general and administration, 148 in manufacturing and 89 in solar system configuration design and permitting services.
Our patents are expiring on an ongoing basis between the present and approximately 2045, but there is not a material portion of our patent portfolio expiring in the near future. Enphase Energy, Inc. | 2024 Form 10-K | 12 Table of Contents We have licensed certain technologies for application in hardware and software in our products.
The majority of our patents are expiring on an ongoing basis between the present and approximately 2045, but there is not a material portion of our patent portfolio expiring in the near future. We have licensed certain technologies for application in hardware and software in our products. Such licenses are generally fully-paid, royalty-free licenses.
The new IQ8 Microinverters are designed to maximize energy production and can manage a continuous DC current of 14 amperes, supporting higher powered solar modules through increased energy harvesting.
Our IQ8P 3P™ Microinverters, with peak output power of 480 W AC, are designed to maximize energy production and can manage a continuous DC current of 14 amperes, supporting higher powered solar modules through increased energy harvesting.
The new policy substantially reduces the compensation that solar customers can earn by selling excess solar energy to the electric grid. The average hourly export rate in California under NEM 3.0 is approximately $0.05/kWh to $0.08/kWh compared to the prior average of $0.25/kWh to $0.35/kWh under Net Energy Metering 2.0 (“NEM 2.0”).
The average hourly export rate in California under NEM 3.0 is approximately $0.05/kWh to $0.08/kWh compared to the prior average of $0.25/kWh to $0.35/kWh under Net Energy Metering 2.0 (“NEM 2.0”).
We issued our fourth TCFD aligned Environmental, Social and Governance Report in 2024 and plan to follow up with another aligned report in 2025. We believe that sound corporate governance is critical to helping us achieve our goals, including with respect to designing products that address both energy generation and consumption.
We believe that sound corporate governance is critical to helping us achieve our goals, including with respect to designing products that address both energy generation and consumption.
Grid services programs are managed by regional utilities and use energy stored in home batteries to help power communities when it is needed most, like during periods of peak electricity demand. This reduces reliance on costly and polluting power plants for electricity and, in return, provides incentives to homeowners from their own utilities.
Grid Services or Virtual Power Plants. Grid services or virtual power plant (“VPP”) programs are managed by regional utilities and use energy stored in home batteries to help power communities when it is needed most, like during periods of peak electricity demand.
Such licenses are generally fully-paid, royalty-free licenses. Given the volume and pace of new patents worldwide, it may become necessary in the future to license intellectual property on terms that are yet unknown to us, and that may be less favorable than licenses in the past.
Given the volume and pace of new patents worldwide, it may become necessary in the future to license intellectual property on terms that are yet unknown to us, and that may be less favorable than licenses in the past. In addition, we license open source software from various third parties for use in hardware and software.
Both of these policy changes in California reduced demand for solar PV systems in the years ended December 31, 2024 and 2023 and may continue to do so. However, the reduction in export compensation under NEM 3.0, coupled with rising utility rates, may encourage deployment of battery energy storage with solar PV systems and mitigate some of the demand reductions.
However, the reduction in export compensation under NEM 3.0, coupled with rising utility rates, may encourage deployment of battery energy storage with solar PV systems and mitigate some of the demand reductions.
We are now offering our Solargraf ® platform, our cloud-based solar and battery design, proposal software and permitting services for both residential and commercial customers. Solargraf is offered in the United States, Canada, Brazil, Germany, Austria and the Netherlands for residential customers and in select regions for commercial customers.
We are currently participating in incentive programs across the United States, Canada and Europe. Solargraf ® . We offer our Solargraf Design and Proposal™ platform, a cloud-based solar and battery design, proposal software and permitting service for both residential and commercial customers. Solargraf is offered in the United States, Canada, Brazil, Germany, Austria, the Netherlands, France, Australia, Japan and India.
We also require our customers and business partners to enter into confidentiality agreements before we disclose any sensitive aspects of our technology or business plans. As part of our overall strategy to protect our intellectual property, we may take legal actions to prevent third parties from infringing or misappropriating our intellectual property or from otherwise gaining access to our technology.
As part of our overall strategy to protect our intellectual property, we may take legal actions to prevent third parties from infringing or misappropriating our intellectual property or from otherwise gaining access to our technology.
Our Net Promoter Score (commonly referred to as “NPS”) improved to 78% in 2024 from 76% in 2023 as a result of multiple customer service initiatives.
Our Net Promoter Score (commonly referred to as “NPS”) improved to 78% in both 2025 and 2024, compared to 76% in 2023, reflecting the impact of these customer service initiatives.
In addition, we license open source software from various third parties for use in hardware and software. Such open source software is licensed under open source licenses, and we take efforts to maintain compliance with such licenses. We continually assess the need for patent protection for those aspects of our technology that we believe provide significant competitive advantages.
Such open source software is licensed under open source licenses, and we take efforts to maintain compliance with such licenses. We continually assess the need for patent protection for those aspects of our technology that we believe provide significant competitive advantages. A majority of our patents relate to DC to AC power conversion, energy storage devices and related energy environments.
We are now shipping IQ Microinverters from our U.S.-based contract manufacturing facilities in South Carolina and Texas, offering several new production lines across the two sites.
We are currently shipping both residential and commercial IQ Microinverters and IQ Batteries with higher domestic content from the U.S.-based manufacturing facilities in South Carolina and Texas, where we have added several new production lines across the two sites.
We have established relationships with top universities worldwide, professional associations and industry groups to build a talent pipeline and established the Enphase Learning Academy to provide employees with regularly scheduled and on demand relevant technical and professional programs. We are committed to promoting and cultivating an inclusive and diverse culture that welcomes and celebrates everyone without bias.
We have established relationships with top universities worldwide, professional associations and industry groups to build a talent pipeline and established the Enphase Learning Academy to provide employees with regularly scheduled and on demand relevant technical and professional programs. Compensation Philosophy Our compensation philosophy creates the framework for our rewards strategy.
In addition, we hope to further increase our market share in the Europe, Asia Pacific and Latin America regions. Further, we intend to continue our expansion into new markets, including emerging markets, with new and existing products and local go-to-market capabilities. • Expand our product offerings.
Further, we intend to continue our expansion into new markets, including emerging markets, with new and existing products and local go-to-market capabilities.
Enphase Energy, Inc. | 2024 Form 10-K | 11 Table of Contents Manufacturing, Quality Control and Supply Chain Management We utilize a sourcing strategy that emphasizes global procurement of materials and product manufacturing in lower cost regions. We outsource the manufacturing of our products to third-party contract manufacturers.
Competitors in the EV charger market include Wallbox N.V., ChargePoint Holdings, Inc., Tesla and EVBox Group, among others. Manufacturing, Quality Control and Supply Chain Management We utilize a sourcing strategy that emphasizes global procurement of materials and product manufacturing in lower cost regions. We outsource the manufacturing of some of our products to third-party contract manufacturers.
Item 1. Business Our Company We are a global energy technology company originally founded in March 2006. We deliver smart, easy-to-use solutions that manage solar generation, storage and communication on one platform. Our intelligent microinverters work with virtually every solar panel made, and when paired with our smart technology, result in one of the industry’s best-performing clean energy systems.
Item 1. Business Enphase Energy, Inc. | 2025 Form 10-K | 6 Table of Contents Our Company We are a global energy technology company originally founded in March 2006. We deliver smart, easy-to-use solutions that manage solar generation, storage and communication on one platform.
We believe the enactment of the IRA is favorable to our overall business. In December 2022, the California Public Utilities Commission (“CPUC”) approved a NEM policy, called Net Energy Metering 3.0 (“NEM 3.0”), which went into effect starting April 15, 2023.
In December 2022, the California Public Utilities Commission (“CPUC”) approved a NEM policy, called Net Energy Metering 3.0 (“NEM 3.0”), which went into effect starting April 15, 2023. The new policy substantially reduces the compensation that solar customers can earn by selling excess solar energy to the electric grid.
The Enphase Energy System uses a single technology platform for seamless management of the whole solution, including IQ ® Microinverters, IQ ® Batteries, IQ ® EV Chargers, IQ ® Combiner (with embedded IQ ® Gateway), and other hardware.
The Enphase Energy System uses a single technology platform for seamless management of the whole solution, of IQ ® Microinverters, IQ ® Batteries, IQ ® Load Controllers, and IQ ® EV Charger, allowing rapid commissioning with the Enphase ® Installer App, consumption monitoring with our IQ ® Combiner™ device with our Enphase IQ ® Gateway™ device, and our Enphase ® App, a cloud-based energy management platform.
The IQ EV Charger is designed to seamlessly integrate into our solar and battery system to help homeowners maximize electricity cost savings by charging directly from solar energy. The CS-100™ EV Charger, our most powerful EV charger to date providing up to 19.2 kW of continuous power, is available for customers with commercial fleet EVs in the United States.
We also started shipping the IQ EV Charger 2 to the United States and Canada in December 2025. The new CS-100 EV Charger, our most powerful EV charger to date, is designed to provide up to 19.2 kW of continuous power, and is available for customers with commercial fleet EVs in the United States.
We are also shipping IQ8 Microinverters with peak output power of 480 watts (“W”) AC for the small-commercial market in North America, and grid-tied applications in South Africa, Mexico, Brazil, India, Thailand, the Philippines, France, Spain, Columbia, Panama, Costa Rica, Vietnam, Malaysia and 13 Caribbean countries.
These microinverters are offered for residential and small commercial applications in North America and for grid-tied applications in South Africa, Mexico, Brazil, India, Thailand, the Philippines, France, Spain, Switzerland, Poland, Colombia, Panama, Costa Rica, Vietnam, Malaysia, Australia and 13 Caribbean countries. We began shipping our new IQ9N-3P™ Commercial Microinverter in December 2025.
Compensation Philosophy Enphase Energy, Inc. | 2024 Form 10-K | 15 Table of Contents Our compensation philosophy creates the framework for our rewards strategy. We have a pay-for-performance culture that ties compensation to the performance of the individual and our company.
We have a pay-for-performance culture that ties compensation to the performance of the individual and our company.
Customers and Sales We currently offer solutions targeting the residential and commercial markets in the United States, Canada, Mexico, Europe, Australia, New Zealand, India, Brazil, the Philippines, Thailand, South Africa, Central America, the Caribbean and certain Asian countries.
Where a covered Enphase component requires in-person service, Enphase Care includes $0 on-site labor for covered repairs performed by Enphase-trained technicians. Customers and Sales We currently offer solutions targeting the residential and commercial markets in the United States, Canada, Mexico, Puerto Rico, Europe, Australia, New Zealand, India, Thailand, Central America, the Caribbean and certain Asian countries.
Enphase Energy, Inc. | 2024 Form 10-K | 14 Table of Contents We align our risk assessment and climate strategy with the recommendations of the Taskforce for Climate-Related Financial Disclosures (“TCFD”), as all existing and emerging climate risk disclosure regulations are modeled on this framework.
We align our risk assessment and climate strategy with the recommendations of the Taskforce for Climate-Related Financial Disclosures (“TCFD”), as all existing and emerging climate risk disclosure regulations are modeled on this framework. We issued our fifth TCFD aligned Environmental, Social and Governance Report in 2025 and plan to follow up with another aligned report in 2026.
Incentive programs may serve as a discount on the purchase of an Enphase Energy System with IQ Batteries or as ongoing payments to participating homeowners. We are currently participating in incentive programs across the United States, Canada and Europe. Solargraf.
This reduces reliance on costly and polluting power plants for electricity and, in return, provides incentives to homeowners from their own utilities. Incentive programs may serve as a discount on the purchase of an Enphase Energy System with IQ Batteries or as ongoing payments to participating homeowners.
We continue to provide 24/7 support for installers and Enphase system owners globally across our phone, online chat and email communications channel.
We maintain high levels of customer engagement through our global customer support group, the Enphase Community and the Enphase App. We continue to provide 24/7 support for installers and Enphase system owners worldwide through phone, online chat and email channels.
Enphase Energy, Inc. | 2024 Form 10-K | 7 Table of Contents • Grow market share worldwide. We intend to capitalize on our market leadership in the microinverter category and our momentum with installers and homeowners to expand our market share position in our core markets.
We intend to capitalize on our market leadership in the microinverter category and our momentum with installers and homeowners to expand our market share position in our core markets. In addition, we hope to further increase our market share in the Europe, Asia Pacific and Latin America regions.
We have introduced the IQ ® Energy Router™ family of devices in Germany and Austria to enable the integration of select third-party EV chargers and heat pumps into Enphase solar and battery systems. The IQ Energy Router family of devices monitors and controls energy usage between an Enphase solar and battery system, EV chargers and heat pumps.
The IQ Energy Router enables the integration of select third‑party EV chargers and heat pumps into Enphase solar and battery systems. These devices monitor and control energy usage between the Enphase Energy System, EV chargers and heat pumps, working in coordination with our system intelligence to deploy AI‑based solar production forecasting, consumption forecasting and an optimization engine to maximize self‑consumption.
Our revenue generated from the United States market has represented 70%, 64% and 76% of our net revenues for the annual periods ended on December 31, 2024, 2023 and 2022, respectively. Competition The markets for our products are highly competitive and we compete with central and string inverter manufacturers, storage system manufacturers and new technologies that compete with our business.
Our revenue generated from the United States market has represented 81%, 70% and 64% of our net revenues for the years ended on December 31, 2025, 2024 and 2023, respectively.
(“Tesla”), Sungrow Power Supply Co., Ltd., Growatt New Energy Co., Ltd and other companies offering microinverters and/or string inverters with and without solar optimizers. We believe that our microinverter solutions offer significant advantages and competitive differentiation relative to traditional central or string inverter technology, even when supplemented by DC-to-DC optimizers on the roof.
We believe that our microinverter solutions offer significant advantages and competitive differentiation relative to traditional central or string inverter technology, even when supplemented by DC-to-DC optimizers on the roof. Competitors in the storage market include Tesla, SolarEdge, Huawei, BYD Company Limited (“BYD”), Franklin Solar Battery and other producers of battery cells and integrated storage systems.
Customer Service We continue to cultivate an organizational focus on customer satisfaction and are committed to providing a best-in-class customer experience. We maintain high levels of customer engagement through our customer support group, Enphase community, and the Enphase App.
They also oversee the handling of customer complaints and ensure adherence to applicable laws as well as international and national standards. Customer Service We continue to cultivate an organizational focus on customer satisfaction and are committed to providing a best-in-class customer experience.
In addition, we rely on several unaffiliated companies to supply certain components used in the fabrication of our products. Our relationships with Flex and Salcomp provide us with strategic manufacturing capabilities and flexibility in the United States.
In addition, we rely on several unaffiliated companies to supply certain components used in the fabrication of our products. In November 2025, we commenced Enphase manufacturing at our Arlington, Texas facility previously operated by Salcomp Manufacturing USA Corp.
We continue to train our customer service agents with a goal of reducing average customer wait times to under two minutes, and we continue to expand our network of field service technicians in the United States, Europe and Australia to provide direct homeowner assistance.
We also continue to expand our network of field service technicians in the United States, Europe and Australia to provide direct homeowner support. In addition, we have established an inside sales team to assist customers with services and system upgrades.
In addition, some of our competitors have more resources and experience in developing or acquiring new products and technologies and in creating market awareness for these offerings. Competitors in the inverter market include, among others, SolarEdge Technologies, Inc. (“SolarEdge”), Huawei Technologies Co. Ltd., (“Huawei”), Tesla, Inc.
In addition, some of our competitors have more resources and experience in developing or acquiring new products and technologies and in creating market awareness for these offerings. Further, certain competitors may be able to develop new products more quickly than we can and may be able to develop products that are more reliable or that provide more functionality than ours.
Installers use the Enphase ® Installer App to rapidly commission system components, and system owners may use the Enlighten cloud-based monitoring services provided through Enphase ® App to monitor their energy production, consumption, and storage. We have a built-in system redundancy in both photovoltaic (“PV”) generation and energy storage, eliminating the risk that comes with a single-point of failure.
Unlike some of our competitors, who utilize a traditional inverter, or offer separate components of solutions, we have built-in system redundancy in both photovoltaic (“PV”) generation and energy storage, eliminating the risk that comes with a single point of failure.
Our focus remains on the safety of our employees and business partners, and we strive to protect the health and well-being of the communities in which we operate, in part, by providing technology to our employees, end-customers and business partners to help them do their best work while remote.
Our focus remains on the wellbeing of our employees and business partners by providing technology to our employees, end-customers and business partners to help them do their best work. We will continue to monitor our global workplace practices, and will make further changes to our business operations as may be necessary to retain and broaden our talent pool of employees.
Of these employees, 1,502 were in India, 830 in the United States, 231 in Europe, 119 in New Zealand, 23 in Australia, 23 in China, 21 in Mexico, 16 in Canada, and 16 in Brazil.
Of these employees, 1,743 were in India, 717 in the United States, 202 in Europe, 133 in New Zealand, 21 in Australia, 21 in China and 35 in other countries. None of our employees are represented by a labor union; however, our employees in France are represented by a collective bargaining agreement.
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Our new IQ8 Microinverter, the IQ8P-3P for the small commercial solar market in North America, enables a peak output power of up to 480 W, supporting small three-phase commercial applications and newer, high-powered solar panels.
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Our intelligent microinverters work with virtually every solar panel made, and when paired with our smart technology, result in one of the industry’s best-performing clean energy systems.
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The Enphase IQ8 microinverter-based system has been certified by UL, a global safety science leader, to a UL certification that meets the new North American safety and grid interconnection standards for connecting solar inverters, energy storage systems and distributed energy resources to the grid in compliance with IEEE 1547-2018 and IEEE 1547-1 2020. IQ Batteries.
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System owners can use the Enphase App to monitor their home’s solar generation, energy storage and consumption from any web-enabled device.
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Our latest Enphase Energy System features the IQ Battery 5P, IQ8 Microinverters, IQ™ System Controller 3/3G and IQ™ Combiner 5/5G, is designed to offer an improved experience for homeowners and installers as a result of more power, resilient wired communication, and an improved commissioning experience.
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Enphase Energy, Inc. | 2025 Form 10-K | 7 Table of Contents • Increase power and efficiency and reduce cost per watt.
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The IQ Battery 5P is modular by design and is designed to deliver 3.84 kW continuous power and 7.68 kW peak power, which allows homeowners to start heavy loads like air conditioners easily during power outages.
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This is the first microinverter powered by advanced gallium nitride technology and designed for three-phase 480Y/277 V (wye) grid configurations, without using external transformers. The IQ9N-3P Commercial Microinverter helps simplify design complexity, lowers installation and balance of system costs, and improves system efficiency for 480 V commercial projects.
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The IQ™ Gateway is embedded in the IQ Combiner, which can be connected to the internet to enable over-the-air updates and connect to the Enphase ® App monitoring platform. The IQ Gateway and IQ ® Microinverters enable industry-leading monitoring capabilities at the solar module level, supporting critical insights for ongoing system operations and maintenance for homeowners and small businesses.
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In 2025, we released a software update that enables homeowners with existing legacy IQ7™ Microinverter-based systems to expand their solar capacity with IQ8 Microinverters. This software facilitates seamless interoperability between legacy and current system architectures and is available in North America, Europe, Australia, South Africa, the Philippines and other key markets.
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Our IQ ® Load Controller for our Enphase IQ Battery storage systems allow homeowners to decide what gets power in their home in the event of a grid outage, with the ability to choose up to four loads. These loads will be on when the grid is present and shed automatically in the event of a grid failure.
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Enphase Energy, Inc. | 2025 Form 10-K | 8 Table of Contents Our IQ ® Battery 5P is modular with 5 kWh capacity and provides a peak output power of 384 W.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOther factors affecting the market price of our common stock, some of which are beyond our control, include: • seasonal and other fluctuations in demand for our products; • the timing, volume and product mix of sales of our products, which may have different ASPs or profit margins; • changes in our pricing and sales policies or the pricing and sales policies of our competitors; • changes in laws, regulations and policies applicable to our business and products, particularly those relating to government incentives for solar energy applications; • our ability to design, manufacture and deliver products to our customers in a timely and cost-effective manner and that meet customer requirements; • our ability to manage our relationships with our contract manufacturers, customers and suppliers; • quality control or yield problems in our manufacturing operations; • the impact of supply chain disruptions on our business, sales and results of operations; • the anticipation, announcement or introductions of new or enhanced products by our competitors and ourselves; Enphase Energy, Inc. | 2024 Form 10-K | 38 Table of Contents • reductions in the retail price of electricity; • our exposure to the credit risks of our customers, particularly in light of the fact that some of our customers are relatively new entrants to the solar market without long operating or credit histories, and the impact of inflation and higher interest rates; • the failure by any major customer to pay for orders, whether due to liquidity issues, bankruptcy or otherwise; • the impact of tariffs on the solar industry in general and our products in particular; • the amount and timing of operating costs and capital expenditures related to the maintenance and expansion of our business operations; • the impact of government-sponsored programs on our customers; • our ability to estimate future warranty obligations due to product failure rates, claim rates or replacement costs; • our ability to forecast our customer demand and manufacturing requirements, and manage our inventory; • fluctuations in foreign currency exchange rates; • announcement of acquisitions or dispositions of our assets or business operations; • issuances of our common stock or equity-linked securities such as the Convertible Notes; • changes in our management; • technical factors in the public trading market for our common stock that may produce price movements that may or may not comport to macro, industry or company-specific fundamentals, including, without limitation, the sentiment of retail investors (including as may be expressed on financial trading and other social media sites), the amount and status of short interest in our securities, rising interest rates, inflation, access to margin debt, trading in options and other derivatives on our common stock and any related hedging or other technical trading factors; and • general social, geopolitical, environmental or health factors, including pandemics or widespread health epidemics such as the COVID-19 pandemic.
Biggest changeOther factors affecting the market price of our common stock, some of which are beyond our control, include: • changes in laws, regulations and policies applicable to our business and products, particularly those relating to government incentives for solar energy applications; • seasonal and other fluctuations in demand for our products; • the timing, volume and product mix of sales of our products, which may have different ASPs or profit margins; • changes in our pricing and sales policies or the pricing and sales policies of our competitors; • our ability to design, manufacture and deliver products to our customers in a timely and cost-effective manner and that meet customer requirements; • our ability to manage our relationships with our contract manufacturers, customers and suppliers; • quality control or yield problems in our manufacturing operations; • the impact of supply chain disruptions on our business, sales and results of operations; • the anticipation, announcement or introductions of new or enhanced products by our competitors and ourselves; • reductions in the retail price of electricity; Enphase Energy, Inc. | 2025 Form 10-K | 39 Table of Contents • our exposure to the credit risks of our customers, particularly in light of the fact that some of our customers are relatively new entrants to the solar market without long operating or credit histories, and the impact of inflation and higher interest rates; • the failure by any major customer to pay for orders, whether due to liquidity issues, bankruptcy or otherwise; • the impact of tariffs on the solar industry in general and our products in particular; • the amount and timing of operating costs and capital expenditures related to the maintenance and expansion of our business operations; • the impact of government-sponsored programs on our customers; • our ability to estimate future warranty obligations due to product failure rates, claim rates or replacement costs; • our ability to forecast our customer demand and manufacturing requirements, and manage our inventory; • fluctuations in foreign currency exchange rates; • announcement of acquisitions or dispositions of our assets or business operations; • issuances of our common stock or equity-linked securities such as the Convertible Notes; • changes in our management; • technical factors in the public trading market for our common stock that may produce price movements that may or may not comport to macro, industry or company-specific fundamentals, including, without limitation, the sentiment of retail investors (including as may be expressed on financial trading and other social media sites), the amount and status of short interest in our securities, rising interest rates, inflation, access to margin debt, trading in options and other derivatives on our common stock and any related hedging or other technical trading factors; and • general social, geopolitical, environmental or health factors, including pandemics or widespread health epidemics such as the COVID-19 pandemic.
Our success in new geographic and product markets will depend on a number of factors, such as: • acceptance of microinverters, batteries and EV chargers in markets in which they have not traditionally been used; • our ability to compete in new product markets to which we are not accustomed; • availability of government subsidies and economic incentives for solar energy solutions; • accurate forecasting and effective management of inventory levels in line with anticipated product demand; • our ability to manage manufacturing capacity and production; • willingness of our potential customers to incur a higher upfront capital investment than may be required for competing solutions; • timely qualification and certification of new products, and ability to comply with local regulations; • our ability to reduce production costs in order to price our products competitively; • our customer service capabilities and responsiveness; and • timely hiring of skilled employees and the efficient execution of our project plan.
Our success in new geographic and product markets will depend on a number of factors, such as: • acceptance of microinverters, batteries and EV chargers in markets in which they have not traditionally been used; • our ability to compete in new product markets to which we are not accustomed; • availability of government subsidies and economic incentives for solar energy solutions; • our ability to reduce production costs in order to price our products competitively; • accurate forecasting and effective management of inventory levels in line with anticipated product demand; • our ability to manage manufacturing capacity and production; • willingness of our potential customers to incur a higher upfront capital investment than may be required for competing solutions; • timely qualification and certification of new products, and ability to comply with local regulations; • our customer service capabilities and responsiveness; and • timely hiring of skilled employees and the efficient execution of our project plan.
Our international operations may fail to succeed due to risks inherent in operating businesses internationally, such as: • adverse social, political and economic conditions, such as inflation and rising interest rates; • our lack of familiarity with commercial and social norms and customs in countries which may adversely affect our ability to recruit, retain and manage employees in these countries; • difficulties and costs associated with staffing and managing foreign operations; • the potential diversion of management’s attention to oversee and direct operations that are geographically distant from our U.S. headquarters; Enphase Energy, Inc. | 2024 Form 10-K | 32 Table of Contents • compliance with multiple, conflicting and changing governmental laws and regulations, including environmental, employment, tax, privacy and data protection laws and other regulatory requirements; • legal systems in which our ability to enforce and protect our rights may be different or less effective than in the United States and in which the ultimate result of dispute resolution is more difficult to predict; • tariffs, export controls and other non-tariff barriers such as quotas and local content rules; • more limited protection for intellectual property rights in some countries; • adverse tax consequences, including as a result of transfer pricing adjustments involving our foreign operations; • effects of adverse changes in currency exchange rates; • higher incidence of corruption or unethical business practices; • restrictions on the transfer of funds; • natural disasters (including as a result of climate change), acts of war or terrorism, and public health emergencies, including the COVID-19 pandemic; and • uncertain economic, legal and political conditions in Europe, Asia and other regions where we do business, including, for example, as a result of the ongoing military conflicts in Ukraine, the Gaza Strip and nearby areas, and any changes in China-Taiwan and U.S.-China relations.
Our international operations may fail to succeed due to risks inherent in operating businesses internationally, such as: • adverse social, political and economic conditions, such as inflation, tariffs and rising interest rates; • our lack of familiarity with commercial and social norms and customs in countries which may adversely affect our ability to recruit, retain and manage employees in these countries; • difficulties and costs associated with staffing and managing foreign operations; • the potential diversion of management’s attention to oversee and direct operations that are geographically distant from our U.S. headquarters; • compliance with multiple, conflicting and changing governmental laws and regulations, including environmental, employment, tax, privacy and data protection laws and other regulatory requirements; • legal systems in which our ability to enforce and protect our rights may be different or less effective than in the United States and in which the ultimate result of dispute resolution is more difficult to predict; • tariffs, export controls and other non-tariff barriers such as quotas and local content rules; • more limited protection for intellectual property rights in some countries; • adverse tax consequences, including as a result of transfer pricing adjustments involving our foreign operations; • effects of adverse changes in currency exchange rates; • higher incidence of corruption or unethical business practices; Enphase Energy, Inc. | 2025 Form 10-K | 33 Table of Contents • restrictions on the transfer of funds; • natural disasters (including as a result of climate change), acts of war or terrorism, and public health emergencies, including the COVID-19 pandemic; and • uncertain economic, legal and political conditions in Europe, Asia and other regions where we do business, including, for example, as a result of the ongoing military conflicts in Ukraine, the Gaza Strip and nearby areas, and any changes in China-Taiwan and U.S.-China relations.
For example, our corporate headquarters in Fremont, California is located near major earthquake fault lines and our Petaluma, California facility is near fault lines and the sites of recent catastrophic wildfires. We rely on third-party manufacturing facilities, including for all product assembly and final testing of our products, which are performed at third-party manufacturing facilities, in China, Mexico and India.
For example, our corporate headquarters in Fremont, California is located near major earthquake fault lines and our Petaluma, California facility is near fault lines and the sites of recent catastrophic wildfires. We rely on third-party manufacturing facilities, including for all product assembly and final testing of our products, which are performed at third-party manufacturing facilities, in China and India.
In connection with the offering of the Notes due 2028, Notes due 2026 and Notes due 2025, we entered into privately negotiated convertible note hedge transactions pursuant to which we have the option to purchase approximately the same number of shares of our common stock initially issuable upon conversion of the Notes due 2028, Notes due 2026 and Notes due 2025, at a price approximately the same as the initial conversion price of the Notes due 2028, Notes due 2026 and Notes due 2025.
In connection with the offering of the Notes due 2028 and Notes due 2026, we entered into privately negotiated convertible note hedge transactions pursuant to which we have the option to purchase approximately the same number of shares of our common stock initially issuable upon conversion of the Notes due 2028 and Notes due 2026, at a price approximately the same as the initial conversion price of the Notes due 2028 and Notes due 2026.
However, if the principal amount of the Notes due 2028, Notes due 2026 and Notes due 2025 being converted is required to be paid in cash and only the excess is permitted to be settled in shares, the if-converted method will produce a similar result as the “treasury stock” method which was applied prior to the adoption of ASU 2020-06.
However, if the principal amount of the Notes due 2028 and Notes due 2026 being converted is required to be paid in cash and only the excess is permitted to be settled in shares, the if-converted method will produce a similar result as the “treasury stock” method which was applied prior to the adoption of ASU 2020-06.
Our business has experienced periods of rapid growth, and in the future, we may continue to grow our business rapidly. Growth in our business could place significant demands on our management, operations, systems, accounting, internal controls and financial resources, and it may also negatively impact our ability to retain key personnel.
Our business has experienced periods of rapid growth in the past, and in the future, we may continue to grow our business rapidly. Growth in our business could place significant demands on our management, operations, systems, accounting, internal controls and financial resources, and it may also negatively impact our ability to retain key personnel.
Like many companies, in the ordinary course of business we process, use transfer, generate, disclose, secure, transmit and store a wide variety of confidential and proprietary information including personal information and other sensitive information relating to our business, products and services. The secure maintenance of this information is critical to our business and reputation.
Like many companies, in the ordinary course of business we process, use, transfer, generate, disclose, secure, transmit and store a wide variety of confidential and proprietary information including personal information and sensitive information relating to our business, products and services. The secure maintenance of this information is critical to our business and reputation.
During the year ended December 31, 2024, one of our customers filed for bankruptcy under Chapter 11 of the United States Bankruptcy Code. We evaluated the carrying amount of a customer intangible asset related to that customer and determined that the carrying amount of the asset as of December 31, 2024 is recoverable.
During the year ended December 31, 2024, one of our customers filed for bankruptcy under Chapter 11 of the United States Bankruptcy Code. We evaluated the carrying amount of a customer intangible asset related to that customer and determined that the carrying amount as of December 31, 2025 is recoverable.
If the price of solar power systems in the United States increases, as well as the cost of manufacturing our products in the United States, the use of solar power systems could become less economically feasible and could reduce our gross margins or reduce the demand of solar power systems manufactured and sold, which in turn may decrease demand for our products.
Further, if the price of solar power systems in the United States increases, as well as the cost of manufacturing our products in the United States, the use of solar power systems could become less economically feasible and could reduce our gross margins or reduce the demand of solar power systems manufactured and sold, which in turn may decrease demand for our products.
If we determine that an other-than-temporary decline in the fair value exists for an equity or debt investment in a public or private company in which we have invested, we will have to write down the investment to its fair value and recognize the related write-down as an investment loss.
If we determine that an other-than-temporary decline in the fair value exists for an equity or debt investment in a public or private company in which we have invested, we will need to write down the investment to its fair value and recognize the related write-down as an investment loss.
Interest expense associated with the Notes due 2028 and the Notes due 2026 recorded in the consolidated statements of operations is close to the coupon rate interest expense. Further, for the diluted earnings per share calculation, treasury stock method is no longer permitted for the Notes due 2028, Notes due 2026 and Notes due 2025.
Interest expense associated with the Notes due 2028 and the Notes due 2026 recorded in the consolidated statements of operations is close to the coupon rate interest expense. Further, for the diluted earnings per share calculation, the treasury stock method is no longer permitted for the Notes due 2028 and Notes due 2026.
Acquisitions involve numerous risks and challenges, including but not limited to the following: • integrating the companies, assets, systems, products, sales channels and personnel that we acquire; • higher than anticipated acquisition and integration costs and expenses; • reliance on third parties to provide transition services for a period of time after closing to ensure an orderly transition of the business; • growing or maintaining revenues to justify the purchase price and the increased expenses associated with acquisitions; Enphase Energy, Inc. | 2024 Form 10-K | 36 Table of Contents • entering into territories or markets with which we have limited or no prior experience; • establishing or maintaining business relationships with customers, vendors and suppliers who may be new to us; • overcoming the employee, customer, vendor and supplier turnover that may occur as a result of the acquisition; • disruption of, and demands on, our ongoing business as a result of integration activities including diversion of management's time and attention from running the day to day operations of our business; • inability to implement uniform standards, disclosure controls and procedures, internal controls over financial reporting and other procedures and policies in a timely manner; • inability to realize the anticipated benefits of or successfully integrate with our existing business the businesses, products, technologies or personnel that we acquire; and • potential post-closing disputes.
Acquisitions involve numerous risks and challenges, including but not limited to the following: • integrating the companies, assets, systems, products, sales channels and personnel that we acquire; • higher than anticipated acquisition and integration costs and expenses; • reliance on third parties to provide transition services for a period of time after closing to ensure an orderly transition of the business; • growing or maintaining revenues to justify the purchase price and the increased expenses associated with acquisitions; • entering into territories or markets with which we have limited or no prior experience; • establishing or maintaining business relationships with customers, vendors and suppliers who may be new to us; Enphase Energy, Inc. | 2025 Form 10-K | 37 Table of Contents • overcoming the employee, customer, vendor and supplier turnover that may occur as a result of the acquisition; • disruption of, and demands on, our ongoing business as a result of integration activities including diversion of management's time and attention from running the day to day operations of our business; • inability to implement uniform standards, disclosure controls and procedures, internal controls over financial reporting and other procedures and policies in a timely manner; • inability to realize the anticipated benefits of or successfully integrate with our existing business the businesses, products, technologies or personnel that we acquire; and • potential post-closing disputes.
These investments may include equity or debt instruments of public or private companies and may be non-marketable at the time of our initial investment. We do not restrict the types of companies in which we seek to invest.
These investments may include equity or debt instruments of public or private companies and may be non-marketable at the time of our initial investment or otherwise. We do not restrict the types of companies in which we seek to invest.
The if-converted method is used for the calculation of the diluted earnings per share calculation, when accounting for the shares issuable upon conversion of the Notes due 2028, Notes due 2026 and Notes due 2025, which will adversely affect our diluted earnings per share.
The if-converted method is used for the calculation of the diluted earnings per share calculation, when accounting for the shares issuable upon conversion of the Notes due 2028 and Notes due 2026, which will adversely affect our diluted earnings per share.
These transactions are expected to reduce the potential dilution with respect to our common stock upon conversion of the Notes due 2028, Notes due 2026 and Notes due 2025.
These transactions are expected to reduce the potential dilution with respect to our common stock upon conversion of the Notes due 2028 and Notes due 2026.
Intentional or non-malicious breaches by employees or others may pose a risk that sensitive data, including our intellectual property, trade secrets or personal information of our employees, customers or users, or other business partners may be exposed to unauthorized persons or to the public, or that risks of loss or misuse of this information could occur.
Intentional or non-malicious breaches by employees or others may pose a risk that valuable data, including our intellectual property, trade secrets or personal information of our employees, customers or users, or other business partners may be exposed to unauthorized persons or to the public, or that risks of loss or misuse of this information could occur.
Even where we do comply with such requirements and enjoy the full length of patent protection, patent terms are finite in length – generally 20 years from the earliest U.S. non-provisional priority filing date – which may be inadequate to protect our competitive position on our products.
Even where we do comply with such requirements and enjoy the full length of patent protection, patent terms are finite in length – generally 20 years from the earliest non-provisional priority filing date – which may be inadequate to protect our competitive position on our products.
We currently offer solar energy systems targeting the residential and commercial markets throughout the world, and we intend to expand into other international markets.
We currently offer solar energy systems targeting the residential and commercial markets throughout the world, and we intend to continue to expand into other international markets.
Competitors in the EV charger market include Wallbox, ChargePoint, Tesla, JuiceBox and EVBox, among others. Several of our existing and potential competitors are significantly larger than we are and may have greater financial, marketing, distribution and customer support resources and may have significantly broader brand recognition, especially in certain markets.
Competitors in the EV charger market include Wallbox, ChargePoint, Tesla and EVBox Group, among others. Several of our existing and potential competitors are significantly larger than we are and may have greater financial, marketing, distribution and customer support resources and may have significantly broader brand recognition, especially in certain markets.
As additional new tariffs, legislation and/or regulations are implemented, or if existing trade agreements are renegotiated or if China or other 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.
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.
We take steps to protect the security, integrity and confidentiality of the personal information we collect, store and transmit, but there is no guarantee that inadvertent or unauthorized use or disclosure will not occur or that third parties will not gain unauthorized access to this information despite our efforts.
We take steps to protect the confidentiality, integrity and accessibility of the personal information we collect, store and transmit, but there is no guarantee that inadvertent or unauthorized use or disclosure will not occur or that third parties will not gain unauthorized access to this information despite our efforts.
Changes in our supply chain or the failure of our suppliers to otherwise provide our third-party contract manufacturers with components or materials that meet our specifications could introduce defects into our products. As we grow our product volumes, the chance of manufacturing defects could increase.
Changes in our supply chain or the failure of our suppliers to otherwise provide our Texas manufacturing facility or our third-party contract manufacturers with components or materials that meet our specifications could introduce defects into our products. As we grow our product volumes, the chance of manufacturing defects could increase.
Our distributors and installers may subject us to lawsuits, potential liability and reputational harm if, for example, any were to misrepresent the functionality of our platform or products to customers, fail to perform services to our customers’ expectations, or violate laws or our policies.
Our distributors and installers may subject us to lawsuits, potential liability and reputational harm if, for example, any were to misrepresent the functionality of our platform or products to customers, improperly install our products, fail to perform services to our customers’ expectations, or violate laws or our policies.
In addition, if we overestimate our production requirements, our contract manufacturers may purchase excess components and build excess inventory.
In addition, if we overestimate our production requirements, we or our contract manufacturers may purchase excess components and build excess inventory.
Any of these activities could adversely affect the value of our common stock and the value of the Notes due 2028, Notes due 2026 and Notes due 2025.
Any of these activities could adversely affect the value of our common stock and the value of the Notes due 2028 and Notes due 2026.
Separately, we also entered into privately negotiated warrant transactions to acquire the same number of shares of our common stock initially issuable upon conversion of the Notes due 2028, Notes due 2026 and Notes due 2025 (subject to customary anti-dilution adjustments) at an initial strike price of approximately $370.33, $397.91 and $106.94 per share for Notes due 2028, Notes due 2026 and Notes due 2025, respectively.
Separately, we also entered into privately negotiated warrant transactions to acquire the same number of shares of our common stock initially issuable upon conversion of the Notes due 2028 and Notes due 2026 (subject to customary anti-dilution adjustments) at an initial strike price of approximately $370.33 and $397.91 per share for Notes due 2028 and Notes due 2026, respectively.
We have taken steps, including reducing our global workforce, streamlining our operations and internal reorganizations, to increase operational efficiencies and execution, reduce operating costs, and better align our workforce and cost structure with current market condition.
We have taken steps, including reducing our global workforce, streamlining our operations and internal reorganizations, to increase operational efficiencies and execution, reduce operating costs, and better align our workforce and cost structure with current market conditions.
Our gross profit may be adversely affected by numerous factors, some of which are beyond our control, including: • changes in customer, geographic or product mix; • increased price competition, including the impact of customer and competitor discounts and rebates; • the impact of inflation and higher interest rates; • the reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar electricity applications; • our ability to reduce and control product costs, including our ability to make product cost reductions in a timely manner to offset declines in our product prices; • warranty costs and reserves, including warranty claim rates, proactive steps to address certain component defects in specific products, and changes resulting from changes in estimates related to the long-term performance of our products, product replacement costs and warranty claim rates, as well as changes in the discount rates; • loss of cost savings due to changes in component or raw material pricing or charges incurred due to inventory holding periods if product demand is not correctly anticipated; • introduction of new products; • ordering patterns from our distributors; • price reductions on older products to sell remaining inventory; • component shortages and related expedited shipping costs; • our ability to reduce production costs, such as through technology innovations, in order to offset price declines in our products over time; • changes in shipment volume; • changes in distribution channels; Enphase Energy, Inc. | 2024 Form 10-K | 34 Table of Contents • excess and obsolete inventory and inventory holding charges; • expediting costs incurred to meet customer delivery requirements; • tariffs imposed on components imported to the United States and necessary for the manufacture of our products; and • fluctuations in foreign currency exchange rates.
Our gross profit may be adversely affected by numerous factors, some of which are beyond our control, including: • changes in customer, geographic or product mix; • increased price competition, including the impact of customer and competitor discounts and rebates; • the impact of inflation and higher interest rates; • the reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar electricity applications; • our ability to reduce and control product costs, including our ability to make product cost reductions in a timely manner to offset declines in our product prices; • warranty costs and reserves, including warranty claim rates, proactive steps to address certain component defects in specific products, and changes resulting from changes in estimates related to the long-term performance of our products, product replacement costs and warranty claim rates, as well as changes in the discount rates; • loss of cost savings due to changes in component or raw material pricing or charges incurred due to inventory holding periods if product demand is not correctly anticipated; • introduction of new products; • ordering patterns from our distributors; • price reductions on older products to sell remaining inventory; • component shortages and related expedited shipping costs; • our ability to reduce production costs, such as through technology innovations, in order to offset price declines in our products over time; • changes in shipment volume; • changes in distribution channels; • excess and obsolete inventory and inventory holding charges; • expediting costs incurred to meet customer delivery requirements; • tariffs imposed on components imported to the United States and necessary for the manufacture of our products; and • fluctuations in foreign currency exchange rates.
Enphase Energy, Inc. | 2024 Form 10-K | 40 Table of Contents Changes in current accounting methods, standards, or regulations applicable to the Convertible Notes due 2028 , Notes due 2026 and Notes due 2025 could have a material impact on our reported financial results, future financial results, future cash flows, and/or our stock price.
Enphase Energy, Inc. | 2025 Form 10-K | 41 Table of Contents Changes in current accounting methods, standards, or regulations applicable to the Convertible Notes due 2028 and Notes due 2026 could have a material impact on our reported financial results, future financial results, future cash flows, and/or our stock price.
These provisions include: • providing for a classified board of directors with staggered, three-year terms, which could delay the ability of stockholders to change the membership of a majority of our board of directors; • not providing for cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates; • authorizing our board of directors to issue, without stockholder approval, preferred stock rights senior to those of common stock, which could be used to significantly dilute the ownership of a hostile acquiror; • prohibiting stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders; • requiring the affirmative vote of holders of at least 66 2/3% of the voting power of all of the then outstanding shares of voting stock, voting as a single class, to amend provisions of our certificate of incorporation relating to the management of our business, our board of directors, stockholder action by written consent, advance notification of stockholder nominations and proposals, forum selection and the liability of our directors, or to amend our bylaws, which may inhibit the ability of stockholders or an acquiror to effect such amendments to facilitate changes in management or an unsolicited takeover attempt; • requiring special meetings of stockholders may only be called by our chairman of the board, if any, our chief executive officer, our president or a majority of our board of directors, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors; and • requiring advance notification of stockholder nominations and proposals, which may discourage or deter a potential acquiror from conducting a solicitation of proxies to elect the acquiror’s own slate of directors or otherwise attempting to obtain control of us.
These provisions include: • providing for a classified board of directors with staggered, three-year terms, which could delay the ability of stockholders to change the membership of a majority of our board of directors; • not providing for cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates; Enphase Energy, Inc. | 2025 Form 10-K | 43 Table of Contents • authorizing our board of directors to issue, without stockholder approval, preferred stock rights senior to those of common stock, which could be used to significantly dilute the ownership of a hostile acquiror; • prohibiting stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders; • requiring the affirmative vote of holders of at least 66 2/3% of the voting power of all of the then outstanding shares of voting stock, voting as a single class, to amend provisions of our certificate of incorporation relating to the management of our business, our board of directors, stockholder action by written consent, advance notification of stockholder nominations and proposals, forum selection and the liability of our directors, or to amend our bylaws, which may inhibit the ability of stockholders or an acquiror to effect such amendments to facilitate changes in management or an unsolicited takeover attempt; • requiring special meetings of stockholders may only be called by our chairman of the board, if any, our chief executive officer, our president or a majority of our board of directors, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors; and • requiring advance notification of stockholder nominations and proposals, which may discourage or deter a potential acquiror from conducting a solicitation of proxies to elect the acquiror’s own slate of directors or otherwise attempting to obtain control of us.
Our development and use of artificial intelligence (“AI”) technology in our products and operations remains in the early phases. While we aim to develop and use AI responsibly and attempt to mitigate ethical and legal issues presented by its use, we may ultimately be unsuccessful in identifying or resolving issues before they arise.
Our development and use of AI technology in our products and operations remains in the early phases. While we aim to develop and use AI responsibly and attempt to mitigate ethical and legal issues presented by its use, we may ultimately be unsuccessful in identifying or resolving issues before they arise.
Similarly, in November 2023, the CPUC adopted changes to its “Virtual NEM” and “NEM Aggregation” programs that prohibit multi-meter commercial or agricultural property owners from netting solar energy generated at or adjacent to those properties against import charges recorded on the meters at the property, except for residential account holders in a multi-family residential property.
CPUC also adopted changes to its “Virtual NEM” and “NEM Aggregation” programs that prohibit multi-meter commercial or agricultural property owners from netting solar energy generated at or adjacent to those properties against import charges recorded on the meters at the property, except for residential account holders in a multi-family residential property.
The viability and continued growth in demand for solar energy solutions and, in turn, our products, may be impacted by many factors outside of our control, including: • market acceptance of solar PV systems based on our product platform; • availability and amount of government subsidies and incentives to support the development and deployment of solar energy solutions; • cost competitiveness, reliability and performance of solar PV systems compared to conventional and non-solar renewable energy sources and products; • our ability to timely introduce and complete new designs and timely qualify and certify our products; • the extent to which the electric power industry and broader energy industries are deregulated to permit broader adoption of solar electricity generation; Enphase Energy, Inc. | 2024 Form 10-K | 18 Table of Contents • the cost and availability of key raw materials and components used in the production of solar PV systems; • prices of traditional utility-provided energy sources; • whether installers, system owners and solar financing providers will adopt our solutions; • the ability of prospective system owners to obtain long-term financing for solar PV installations based on our product platform on acceptable terms or at all; • levels of investment by end-users of solar energy products, which tend to decrease when economic growth slows; and • the emergence, continuance or success of, or increased government support for, other alternative energy generation technologies and products.
The viability and continued growth in demand for solar energy solutions and, in turn, our products, may be impacted by many factors outside of our control, including: • market acceptance of solar PV systems based on our product platform; Enphase Energy, Inc. | 2025 Form 10-K | 19 Table of Contents • availability and amount of government subsidies and incentives to support the development and deployment of solar energy solutions; • cost competitiveness, reliability and performance of solar PV systems compared to conventional and non-solar renewable energy sources and products; • our ability to timely introduce and complete new designs and timely qualify and certify our products; • in the United States, our ability to comply with domestic content and non-FEOC requirements; • the extent to which the electric power industry and broader energy industries are deregulated to permit broader adoption of solar electricity generation; • the cost and availability of key raw materials and components used in the production of solar PV systems; • prices of traditional utility-provided energy sources; • whether installers, system owners and solar financing providers will adopt our solutions; • the ability of prospective system owners to obtain long-term financing for solar PV installations based on our product platform on acceptable terms or at all; • levels of investment by end-users of solar energy products, which tend to decrease when economic growth slows; and • the emergence, continuance or success of, or increased government support for, other alternative energy generation technologies and products.
Enphase Energy, Inc. | 2024 Form 10-K | 22 Table of Contents Manufacturing problems could result in delays in product shipments, which would adversely affect our revenue, competitive position and reputation. We have in the past and may in the future experience delays, disruptions or quality control problems in our manufacturing operations.
Manufacturing problems could result in delays in product shipments, which would adversely affect our revenue, competitive position and reputation. Enphase Energy, Inc. | 2025 Form 10-K | 24 Table of Contents We have in the past and may in the future experience delays, disruptions or quality control problems in our manufacturing operations.
Enphase Energy, Inc. | 2024 Form 10-K | 16 Table of Contents Risks Related to our Business, Operations and Our Industry The reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar electricity applications could reduce demand for solar PV systems and harm our business.
Enphase Energy, Inc. | 2025 Form 10-K | 17 Table of Contents Risks Related to our Business, Operations and Our Industry The reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar electricity applications could reduce demand for solar PV systems and harm our business.
We receive, store and use certain personal information of our customers, and the end-users of our customers’ energy systems, including names, addresses, e-mail addresses, energy system details and performance information. We also store and use personal information of our employees.
We receive, store and use certain personal information of our customers, and the end-users of our customers’ energy systems, including names, addresses, e-mail addresses, phone numbers, energy system details and energy information. We also store and use personal information of our employees.
In addition, some of our competitors have the financial resources to offer competitive products at aggressive or below-market pricing levels, which could cause us to lose sales or market share or require us to lower prices of our products in order to compete effectively.
In addition, some of our competitors have the financial resources to offer competitive products at aggressive or below-market pricing levels, which may have caused and could in the future cause us to lose sales or market share or require us to lower prices of our products in order to compete effectively.
Accordingly, our business and quarterly results of operations could be affected by seasonal fluctuations in the future. If we are unsuccessful in continuing to expand our direct-to-consumer sales channel by driving purchases through our website, our business and results of operation could be harmed.
Accordingly, our business and quarterly results of operations could be affected by seasonal fluctuations in the future. If we are unsuccessful in continuing to expand our direct-to-consumer sales channel by driving purchases through our website or third-party websites, our business and results of operation could be harmed.
As of December 31, 2024, our related purchase obligations (including amounts related to component inventory procured by our primary contract manufacturers on our behalf) were approximately $130.9 million. The timing of purchases in future periods could differ materially from our estimates due to fluctuations in demand requirements related to varying sales levels as well as changes in economic conditions.
As of December 31, 2025, our related purchase obligations (including amounts related to component inventory procured by our primary contract manufacturers on our behalf) were approximately $252.3 million. The timing of purchases in future periods could differ materially from our estimates due to fluctuations in demand requirements related to varying sales levels as well as changes in economic conditions.
Although to date we have not experienced any material breaches of our systems that could have material adverse effect on our business, attacks and intrusions on our systems will continue and we may experience a breach of our systems that compromises sensitive company information or customer data including personal information.
Although to date we are not aware of any material breaches of our systems that could have material adverse effect on our business, attacks and intrusions on our systems will continue and we may experience a breach of our systems that compromises valuable company information or customer data including personal information.
It is difficult to predict what further trade-related actions governments may take, which may include additional or increased tariffs and trade restrictions, and we may be unable to quickly and effectively react to such actions.
It is difficult to predict what further trade-related actions the U.S. and other governments may take, which may include additional or increased tariffs and trade restrictions, and we may be unable to quickly and effectively react to such actions.
As of December 31, 2024, approximately 54% of our total employees were located in India, where we primarily conduct our research and development activities, procurement, customer support services, and other general and administrative support functions.
As of December 31, 2025, approximately 61% of our total employees were located in India, where we primarily conduct our research and development activities, procurement, customer support services, and other general and administrative support functions.
These provisions in our certificate of incorporation, our bylaws and under Delaware law could discourage potential takeover attempts, reduce the price that investors might be willing to pay for shares of our common stock in the future and result in the market price being lower than it would be without these provisions.
These provisions in our certificate of incorporation, our bylaws and under Delaware law could discourage potential takeover attempts, reduce the price that investors might be willing to pay for shares of our common stock in the future and result in the market price being lower than it would be without these provisions. Item 1B. Unresolved Staff Comments None.
To the extent any material weaknesses in our internal control over financial reporting are identified, we could be required to expend significant management time and financial resources to correct such material weaknesses or to respond to any resulting regulatory investigations or proceedings.
To the extent any material weaknesses in our internal control over financial reporting are identified, we could be required to expend significant management time and financial resources to correct such material weaknesses or to respond to any resulting regulatory investigations or proceedings. Our business is subject to tax liabilities.
Our current international operations and our ongoing plans to expand our international operations have placed, and will continue to place, a strain on our employees, management systems and other resources.
Our current international operations have placed, and will continue to place, a strain on our employees, management systems and other resources.
Although we primarily sell our solutions and products directly to solar distributors, who resell to installers and integrators, who then in turn integrate our products into complete solar PV installations for residential and commercial system owners, we have recently invested significant resources in our direct-to-consumer sales channel through our website, and our future growth relies, in part, on our ability to attract consumers through this channel.
Although we primarily sell our solutions and products directly to solar distributors, who resell to installers and integrators, and the developers of third-party solar financing offerings, who then in turn integrate our products into complete solar PV installations for residential and commercial system owners, we have recently invested significant resources in our direct-to-consumer sales channel through our website and third-party websites, and our future growth relies, in part, on our ability to attract consumers through this channel.
Although such contractors and third-party providers take steps designed to secure data and prevent security incidents, our ability to monitor these third-parties’ information security practices and potential security incidents is limited, and these third-parties may not have adequate information security measures in place.
Although such contractors and third-party providers take steps designed to secure data and prevent security incidents, as required by our contracts with them, our ability to monitor these third-parties’ information security practices and potential security incidents is limited, and these third-parties may not have adequate information security measures in place.
We continue to develop new generations of our IQ Microinverters, IQ Batteries and EV charging products. Developing new products or next generation products is complex and requires significant preparation, precautionary safety measures, time-consuming string calculations, extensive design expertise and specialized installation equipment, training and knowledge.
We continue to develop new generations of our IQ Microinverters, IQ Batteries and EV charging products for both the residential and small commercial market. Developing new products or next generation products is complex and requires significant preparation, precautionary safety measures, time-consuming string calculations, extensive design expertise and specialized installation equipment, training and knowledge.
We or third parties upon which we rely could be subject to breaches of our information technology systems caused by system security risks, failure of our data protection, cyber-attacks and erroneous or non-malicious actions or failures to act by our employees or others with authorized access to our networks, which could cause significant reputational, legal and financial damages.
We or third parties whom we interact with could be subject to breaches of information technology systems caused by system security risks, failure of data protection, cyber-attacks and erroneous or non-malicious actions or failures to act by employees or others, which could cause significant reputational, legal and financial damages.
Complying with these forthcoming and future laws, regulations, amendments to or re-interpretations of existing laws and regulations, and contractual or other obligations relating to privacy, data protection, data transfers, data localization, or information security may require us to make changes to our services to enable us or our customers to meet new legal requirements, incur substantial operational costs, modify our data practices and policies, and restrict our business operations.
Complying with these forthcoming and future laws, regulations, amendments to or re-interpretations of existing laws and regulations, and contractual or other obligations relating to privacy, data protection, data transfers, data localization, or information security may Enphase Energy, Inc. | 2025 Form 10-K | 29 Table of Contents require us to make changes to our services to enable us or our customers to meet new legal requirements, incur substantial operational costs, modify our data practices and policies, and restrict our business operations.
In addition, during 2024, we continued to expand our operations into Europe, although revenue from our operations in Europe declined year over year, approximately 23% of our net revenues derived from Europe for the year ended December 31, 2024, as compared to approximately 31% of our net revenues from the same region for the year ended December 31, 2023.
In addition, during 2025, we continued to expand our operations into new European countries, although revenue from our operations in Europe declined year over year, with approximately 14% of our net revenues derived from Europe for the year ended December 31, 2025, as compared to approximately 23% of our net revenues from the same region for the year ended December 31, 2024.
There may be conflict or uncertainty in the countries in which we operate, including public health issues (for example, an outbreak of contagious diseases or health epidemics, such as COVID-19), safety issues, natural disasters, fire, disruptions of service from utilities, nuclear power plant accidents, regional wars, or general economic or political factors.
There may be conflict or Enphase Energy, Inc. | 2025 Form 10-K | 42 Table of Contents uncertainty in the countries in which we operate, including public health issues (for example, an outbreak of contagious diseases or health epidemics, such as COVID-19), safety issues, natural disasters, fire, disruptions of service from utilities, nuclear power plant accidents, regional wars, or general economic or political factors.
Enphase Energy, Inc. | 2024 Form 10-K | 27 Table of Contents The software we use in providing system configuration recommendations or potential energy savings estimates to customers relies in part on third-party information that may not be accurate or up-to-date; this may therefore generate inaccurate recommendations or estimates, resulting in a loss of reputation and customer confidence.
The software we use in providing system configuration recommendations or potential energy savings estimates to customers relies in part on third-party information that may not be accurate or up-to-date; this may therefore generate inaccurate recommendations or estimates, resulting in a loss of reputation and customer confidence.
Risks related to Legal Proceedings and Regulations Changes in current laws or regulations or the imposition of new laws or regulations, or new interpretations thereof, in the solar energy sector, by federal or state agencies in the United States or foreign jurisdictions could impair our ability to compete and could materially harm our business, financial condition and results of operations.
Risks related to Legal Proceedings and Regulations Enphase Energy, Inc. | 2025 Form 10-K | 32 Table of Contents Changes in current laws or regulations or the imposition of new laws or regulations, or new interpretations thereof, in the solar energy sector, by federal or state agencies in the United States or foreign jurisdictions could impair our ability to compete and could materially harm our business, financial condition and results of operations.
Enphase Energy, Inc. | 2024 Form 10-K | 33 Table of Contents Any failure, perceived or otherwise, to comply with existing and emerging ESG-related laws and regulations in the United States, Europe and elsewhere, or to meet varied and evolving stakeholder expectations or standards with respect to ESG issues could result in legal and regulatory proceedings and may harm our business, reputation, financial condition and results of operations.
Any failure, perceived or otherwise, to comply with existing and emerging ESG-related laws and regulations in the United States, Europe and elsewhere, or to meet varied and evolving stakeholder expectations or standards with respect to ESG issues could result in legal and regulatory proceedings and may harm our business, reputation, financial condition and results of operations.
Although we make significant efforts to maintain the security, availability, integrity and confidentiality of our information technology and related systems Enphase Energy, Inc. | 2024 Form 10-K | 26 Table of Contents and have implemented measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective, or that attempted security breaches or disruptions would not be successful or damaging.
Although we make significant efforts to maintain the confidentiality, integrity and availability of our information technology and related systems and have implemented measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective, or that attempted security breaches or disruptions would not be successful or damaging.
Our patent protection depends on compliance with various required procedures, document submissions, fee payments, and other requirements imposed by national patent offices, and our patent Enphase Energy, Inc. | 2024 Form 10-K | 28 Table of Contents protection could be reduced or eliminated for non-compliance with these requirements, despite our engagement of reputable law firms and other professionals to help us comply with such requirements.
Our patent protection depends on compliance with various required procedures, document submissions, fee payments, and other requirements imposed by national patent offices, and our patent protection could be reduced or eliminated for non-compliance with these requirements, despite our engagement of reputable law firms and other professionals to help us comply with such requirements.
These types of modifications to NEM policies have impacted and could further harm our business, both in California, where we have derived a significant portion of historical revenues in the United States, and in other state and national jurisdictions, if pursued there.
These types of modifications to NEM policies have impacted and could further harm our business, both in California, where we have derived a significant portion of historical revenues in the United States, and in other jurisdictions if similar changes are adopted.
In addition, we may be required to incur significant costs to protect against damage caused by these disruptions or security breaches in the future. These risks, as well as the number and frequency of cybersecurity events globally, may also be heightened during times of geopolitical tension or instability.
In addition, we may be required to incur significant costs to protect against Enphase Energy, Inc. | 2025 Form 10-K | 28 Table of Contents damage caused by these disruptions or security breaches in the future. These risks, as well as the number and frequency of cybersecurity events globally, may also be heightened during times of geopolitical tension or instability.
Also, if the value of our stock awards increases substantially, this could potentially create substantial personal wealth for our executives and employees and affect our ability to retain our personnel. In addition, any restructuring plans may adversely impact our ability to attract and retain key employees.
Also, if the value of our stock awards Enphase Energy, Inc. | 2025 Form 10-K | 26 Table of Contents increases substantially, this could potentially create substantial personal wealth for our executives and employees and affect our ability to retain our personnel. In addition, any restructuring plans may adversely impact our ability to attract and retain key employees.
We do not anticipate paying cash dividends in the foreseeable future. Consequently, an investor’s only opportunity to achieve a return on its investment in our company will be if the market price of our common stock appreciates and the investor sells its shares at a profit.
Consequently, an investor’s only opportunity to achieve a return on its investment in our company will be if the market price of our common stock appreciates and the investor sells its shares at a profit.
We sell our solutions primarily through distributors, as well as through direct sales to solar equipment installers and developers of third-party solar finance offerings. We do not have exclusive arrangements with these third parties. As a result, many of these third parties, or customers, also use or market and sell products from our competitors, which may reduce our sales.
We primarily sell our solutions through solar distributors, as well as directly to solar equipment installers and developers of third-party solar finance offerings (such as TPOs). These relationships with third parties are generally non-exclusive. As a result, many of these third parties, or customers, also use or market and sell products from our competitors, which may reduce our sales.
Fluctuations in gross profit may adversely affect our ability to manage our business or achieve or maintain profitability. We are under continuous pressure to reduce the prices of our products, which has adversely affected, and may continue to adversely affect, our gross margins. The solar power industry has been characterized by declining product prices over time.
Fluctuations in gross profit may adversely affect our ability to manage our business or achieve or maintain profitability. We are under continuous pressure to reduce the prices of our products, which has adversely affected, and may continue to adversely affect, our gross margins.
As of December 31, 2024, goodwill and intangible assets, net, were approximately $211.6 million and $42.4 million, respectively. We test goodwill and intangible assets, net, for impairment at least annually during the fourth quarter of each fiscal year or between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired.
We test goodwill and intangible assets, net, for impairment at least annually during the fourth quarter of each fiscal year or between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired.
In addition, several European countries, including Germany, Belgium, Italy, the Netherlands and the United Kingdom, have adopted reductions in or ended their NEM or FiT programs. Certain countries have proposed or enacted taxes levied on renewable energy.
Outside the United States, several European countries, including Germany, Belgium, Austria and the Netherlands, have adopted reductions in or ended their NEM or FiT programs. Certain countries have proposed or enacted higher grid fees or taxes levied on renewable energy.
A drop in the retail price of electricity derived from the utility grid or from alternative energy sources, or a change in utility pricing structures, may harm our business, financial condition and results of operations.
Enphase Energy, Inc. | 2025 Form 10-K | 36 Table of Contents A drop in the retail price of electricity derived from the utility grid or from alternative energy sources, or a change in utility pricing structures, may harm our business, financial condition and results of operations.
In addition, our customers may have the ability or seek to internally develop and manufacture competing products at a lower cost than we would otherwise charge, which would add additional pressure on us to lower our selling prices.
When seeking to maintain or increase their market share, our competitors may also reduce the prices of their products. In addition, our customers may have the ability or seek to internally develop and manufacture competing products at a lower cost than we would otherwise charge, which would add additional pressure on us to lower our selling prices.
If the prices of these raw materials rise significantly, we may be unable to pass on the increased cost to our customers. While we may from time to time enter into hedging transactions to reduce our exposure to wide fluctuations in the cost of raw materials, the availability and effectiveness of these hedging transactions may be limited.
While we may from time to time enter into hedging transactions to reduce our exposure to wide fluctuations in the cost of raw materials, the availability and effectiveness of these hedging transactions may be limited.
Our customers’ decisions to purchase our products are influenced by a number of factors outside of our control, including, among others, retail energy prices, the macroeconomic environment, government regulation, incentives and liquidity constraints of solar installers.
In addition to our solar distributors, we sell directly to select large installers, OEMs and strategic partners. Our customers’ decisions to purchase our products are influenced by a number of factors outside of our control, including, among others, retail energy prices, the macroeconomic environment, government regulation, incentives and liquidity constraints of solar installers.
Errors or defects may arise from raw materials supplied by third parties that are beyond our detection or control, which could lead to additional product warranty claims that may adversely affect our business and results of operations.
Errors or defects may arise from raw materials supplied by third parties that are beyond our detection or control, which could lead to additional product warranty claims that may adversely affect our business and results of operations. Our recent and planned expansion into existing and new markets could subject us to additional business, financial and competitive risks.
The techniques used in attempted cyber-attacks and intrusions are sophisticated and constantly evolving and may be difficult to detect for long periods of time. We may be unable to anticipate these techniques or implement adequate preventative measures.
The techniques used in attempted cyber-attacks and intrusions are sophisticated and constantly evolving and may be difficult to detect for long periods of time. Recent techniques include artificial intelligence (“AI”) tools and coordinated attacks, which increases the volume and sophistication of cybersecurity attacks. We may be unable to anticipate these techniques or implement adequate preventative measures.
Remote work has become more common and has increased risks to our information technology and related systems, as more of our employees utilize network connections, computers and devices outside our premises or network, including working at home, while in transit and in public locations.
Remote work for some workers presents increased risks to our information technology and related systems, as these workers utilize network connections, computers and devices outside our premises or network, including working at home, while in transit and in public locations.
Suppliers of solar products, particularly solar modules, have experienced eroding prices over the last several years and as a result many have faced margin compression and declining revenues.
Suppliers of solar products, particularly solar modules, have experienced eroding prices over the last several years and as a result many have faced margin compression and Enphase Energy, Inc. | 2025 Form 10-K | 20 Table of Contents declining revenues.
Our business depends on the overall demand for our solar energy products and on the economic health and willingness of our customers and potential customers to make capital commitments to purchase our products and services.
Unfavorable macroeconomic and market conditions may adversely affect our industry, business and financial results. Our business depends on the overall demand for our solar energy products and on the economic health and willingness of our customers and potential customers to make capital commitments to purchase our products and services.
Enphase Energy, Inc. | 2024 Form 10-K | 35 Table of Contents In addition, we plan our operating expenses, including research and development expenses, hiring needs and inventory investments, in part on our estimates of customer demand and future revenue.
In addition, we plan our operating expenses, including research and development expenses, hiring needs and inventory investments, in part on our estimates of customer demand and future revenue.
Enphase Energy, Inc. | 2024 Form 10-K | 24 Table of Contents If we fail to retain our key personnel or if we fail to attract additional qualified personnel, we may not be able to achieve our anticipated level of growth and our business could suffer.
If we fail to retain our key personnel or if we fail to attract additional qualified personnel, we may not be able to maintain or achieve our anticipated level of growth and our business could suffer.
Among other government-established incentives, NEM and related policies have supported the growth of on-grid rooftop solar products, and changes to such policies may reduce demand for electricity from our solar service offerings.
These and related developments have significantly impacted the solar industry in Europe and may adversely affect the future demand for solar energy solutions in those markets. Among other government-established incentives, NEM and related policies have supported the growth of on-grid rooftop solar products, and changes to such policies may reduce demand for electricity from our solar service offerings.
Although we monitor our use of open source software, open source license terms may be ambiguous, and many of the risks associated with Enphase Energy, Inc. | 2024 Form 10-K | 30 Table of Contents the use of open source software cannot be eliminated.
Although we monitor our use of open source software, open source license terms may be ambiguous, and many of the risks associated with the use of open source software cannot be eliminated.
A constrained supply environment could affect component availability, lead times and cost and could increase the likelihood of unexpected cancellations or delays of previously committed supply of key components.
In addition, we may face periods of constrained supply for key components necessary for the manufacture of our products. A constrained supply environment could affect component availability, lead times and cost and could increase the likelihood of unexpected cancellations or delays of previously committed supply of key components.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe cybersecurity risk management processes we maintain for our Information Technology and Confidential Data, depending on the particular environment and system processes, are designed to address cybersecurity threats; incident response; vulnerability management; business continuity; incident detection and response; internal and external evaluations to assess our exposure to cybersecurity threats, environment, compliance with risk mitigation procedures, and effectiveness of relevant controls; documented risk assessments; encryption of data; network security; threat modeling; physical and electronic access; physical security; asset management, tracking and disposal; systems monitoring; vendor risk management; employee security training; penetration testing; cyber insurance; and the maintenance of a dedicated cybersecurity team.
Biggest changeThe cybersecurity risk management processes we maintain for our Information Technology and Confidential Data, depending on the particular environment and system processes, are designed to address cybersecurity threats; incident response; vulnerability management; business continuity; incident detection and Enphase Energy, Inc. | 2025 Form 10-K | 44 Table of Contents response; internal and external evaluations to assess our exposure to cybersecurity threats, environment, compliance with risk mitigation procedures, and effectiveness of relevant controls; documented risk assessments; encryption of data; network security; threat modeling; physical and electronic access; physical security; asset management, tracking and disposal; systems monitoring; vendor risk management; employee security training; penetration testing; cyber insurance; and the maintenance of a dedicated cybersecurity team.
Our critical information technology includes certain computer networks, third-party hosted services, communications systems, software, personal computers and servers (collectively, “Information Technology"), and our critical data includes certain confidential, personal, proprietary and sensitive data (collectively “Confidential Data”).
Our critical information technology includes certain computer networks, third-party hosted services, communications systems, software, personal computers and servers (collectively, “Information Technology"), and our critical data includes certain confidential data, including personal information, proprietary, and valuable data (collectively “Confidential Data”).
This subcommittee has a dedicated agenda during such meetings that are designed to assist the Audit Committee with its cybersecurity oversight and allow it to report to the full Board if Enphase Energy, Inc. | 2024 Form 10-K | 44 Table of Contents necessary.
This subcommittee has a dedicated agenda during such meetings that are designed to assist the Audit Committee with its cybersecurity oversight and allow it to report to the full Board if necessary.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeLeased 40,082 Oct-2034 Marketing and sales support, and R&D facility Germany Leased 15,081 May-2034 Global support office Bengaluru, India Leased 173,292 May-2027 R&D facility Christchurch, New Zealand Leased 66,881 Aug-2031 Marketing and sales support Melbourne, Australia Leased 4,478 Jul-2026 Marketing and sales support s-Hertogenbosch, Netherlands Leased 6,997 Jan-2026 Administrative office and R&D facility Puerto Rico Leased 7,874 Jun-2029
Biggest changeLeased 227,344 Jan-2031 Marketing and sales support, and R&D facility Eschborn, Germany Leased 23,236 May-2034 Global support office Bengaluru, India Leased 215,292 Feb-2029 R&D facility Christchurch, New Zealand Leased 67,480 Aug-2031 Marketing and sales support Melbourne, Australia Leased 4,478 Jul-2026 Marketing and sales support s-Hertogenbosch, Netherlands Leased 6,997 Jan-2026 Administrative office and R&D facility Puerto Rico Leased 7,874 Jun-2029 Enphase Energy, Inc. | 2025 Form 10-K | 45 Table of Contents
Item 2. Properties The table below presents details for each of our principal properties: Facility Location Held Approximate Square Footage Lease end term Corporate headquarters Fremont, U.S. Leased 40,446 Aug-2032 Customer service support Boise, U.S. Leased 24,688 Jan-2027 Administrative office and R&D facility Petaluma, U.S. Leased 75,334 Aug-2032 Administrative office and R&D facility Austin, U.S.
Item 2. Properties The table below presents details for each of our principal properties: Facility Location Held Approximate Square Footage Lease end term Corporate headquarters Fremont, U.S. Leased 40,446 Aug-2032 Customer service support Boise, U.S. Leased 24,688 Jan-2027 Administrative office and R&D facility Petaluma, U.S. Leased 93,231 Aug-2032 Administrative office and R&D facility Austin, U.S.
Added
Leased 58,777 Oct-2034 Manufacturing facility and warehouse facility Arlington, U.S.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeKothandaraman, et al., Case No. 4:24-cv-06257-KAW (the “Isaac Action” and with the Ibarra Action, the "Derivative Action"), containing substantially the same allegations as those in the Ibarra Action. On September 20, 2024, the Court consolidated the Isaac and Ibarra Actions.
Biggest changeKothandaraman, et al., Case No. 4:24-cv-06257 (the “Isaac Action”), containing substantially the same allegations as those in the Ibarra Action. On September 20, 2024, the Court consolidated the Isaac and Ibarra Actions for all purposes into one action under the title In re Enphase Energy, Inc. Stockholder Derivative Litigation (the “Derivative Action”).
Shareholder Derivative Lawsuits On July 16, 2024, a shareholder derivative lawsuit was filed purportedly on our behalf against the Defendants, our non-employee directors and us (as nominal defendant) in the United States District Court for the Northern District of California, captioned Ibarra v. Kothandaraman, et al ., Case No. 3:24-cv-04278 (the “Ibarra Action”).
Shareholder Derivative Lawsuits On July 16, 2024, a shareholder derivative lawsuit was filed purportedly on our behalf against the Initial Defendants, our non-employee directors and us (as nominal defendant) in the United States District Court for the Northern District of California, captioned Ibarra v. Kothandaraman, et al., Case No. 3:24-cv-04278 (the “Ibarra Action”).
Enphase Energy, Inc., Case No. 3:24-cv-09038 (the “Pension Fund Action”), purportedly on behalf of a class of individuals who purchased or otherwise acquired our common stock between April 25, 2023 and October 22, 2024.
Enphase Energy, Inc., Case No. 4:24-cv-09038 (the “Pension Fund Action”), purportedly on behalf of a class of individuals who purchased or otherwise acquired our common stock between April 25, 2023 and October 22, 2024.
On December 13, 2024, a third putative class action complaint was filed naming us, our chief executive officer and our chief products officer (collectively, “Defendants II”) in the United States District Court for the Northern District of California, captioned Trustees of the Welfare and Pension Funds of Local 464A v.
On December 13, 2024, another putative class action complaint was filed naming us, our chief executive officer and our chief products officer (collectively, “Defendants II”) in the United States District Court for the Northern District of California, captioned Trustees of the Welfare and Pension Funds of Local 464A v.
On January 17, 2025, a shareholder derivative lawsuit was filed purportedly on our behalf against Defendants II, our non-employee directors and us (as nominal defendant) in the United States District Court for the Northern District of California, captioned Hanowski v. Kothandaraman, et al., Case No. 3:25-cv-000652 (the “Hanowski Action”).
On January 17, 2025, another shareholder derivative lawsuit was filed purportedly on our behalf against Defendants II, our non-employee directors and us (as nominal defendant) in the United States District Court for the Northern District of California, captioned Hanowski v. Kothandaraman, et al., Case No. 4:25-cv-000652 (the “Hanowski Action”).
Enphase Energy, Inc. , Case No. 3:24-cv-04249 (the “Hayes Action” and with the Bialic Action, the “Securities Class Action”), purportedly on behalf of a class of individuals who purchased or otherwise acquired our common stock between December 12, 2022 and April 25, 2023.
Enphase Energy, Inc., Case No. 3:24-cv-04249 (the “Securities Class Action”), purportedly on behalf of a class of individuals who purchased or otherwise acquired our common stock between December 12, 2022 and April 25, 2023.
Securities Class Action Lawsuits On May 29, 2024, a putative securities class action complaint was filed against us, our chief executive officer and our chief financial officer (collectively, the "Defendants") in the United States District Court for the Northern District of California, captioned Bialic v.
Securities Class Action Lawsuits On July 15, 2024, a putative class action complaint was filed against us, our chief executive officer and our chief financial officer (collectively, the “Initial Defendants”) in the United States District Court for the Northern District of California, captioned Hayes v.
On September 5, 2024, another shareholder derivative lawsuit was filed purportedly on our behalf against the Defendants, our non-employee directors and us (as nominal defendant) in the United States District Court for the Northern District of California, captioned Isaac v.
Enphase Energy, Inc. | 2025 Form 10-K | 46 Table of Contents On September 5, 2024, another shareholder derivative lawsuit was filed purportedly on our behalf against the Initial Defendants, our non-employee directors and us (as nominal defendant) in the United States District Court for the Northern District of California, captioned Isaac v.
The Pension Fund Action alleges that Defendants II made false and/or misleading statements in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. The plaintiff seeks unspecified monetary damages and other relief. We dispute the allegations in each of the above-referenced lawsuits and intend to defend the matters vigorously.
The Pension Fund Action alleges that Defendants II made false and/or misleading statements in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. The complaint seeks unspecified monetary damages and other relief.
The pending lawsuits and any other related lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors.
The pending lawsuits and any other related lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. We could be forced to expend significant resources in the defense of the pending lawsuits and any additional lawsuits, and we may not prevail.
Both the Bialic Action and the Hayes Actions allege that Defendants made false and/or misleading statements in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. Both plaintiffs seek unspecified monetary damages and other relief. On or about July 23, 2024, the plaintiff in the Bialic Action voluntarily dismissed the case.
The Securities Class Action alleges that Initial Defendants made false and/or misleading statements in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. The complaint seeks unspecified monetary damages and other relief.
On or about July 29, 2024, six additional stockholders filed motions to be appointed lead plaintiff and have their selection of counsel appointed as lead counsel. The Court held a hearing on the lead plaintiff motions on Enphase Energy, Inc. | 2024 Form 10-K | 45 Table of Contents September 5, 2024, but has not yet issued a decision.
On or about July 29, 2024, six additional stockholders filed motions to be appointed lead plaintiff and have their selection of counsel appointed as lead counsel in the Securities Class Action. The Court held a hearing on the lead plaintiff motions on September 5, 2024, and appointed Lon D. Praytor as lead plaintiff on March 31, 2025.
On January 31, 2025, the plaintiffs in the Hirani and Hanowski Actions filed a motion to relate their actions to the Pension Fund Action. We dispute the allegations in each of the above-referenced lawsuits and intend to defend the matters vigorously.
On January 31, 2025, the plaintiffs in the Hirani and Hanowski Actions filed a motion to relate their actions to the Pension Fund Action, which the Court approved on February 18, 2025.
Removed
Enphase Energy, Inc ., Case No. 3:24-cv-03216-BLF (the “Bialic Action”), purportedly on behalf of a class of individuals who purchased or otherwise acquired our common stock between February 7, 2023 and April 25, 2023.
Added
On April 17, 2025, movant Andrey Ponomarchuk filed a motion for reconsideration of the Court’s order appointing Praytor as lead plaintiff.
Removed
On July 15, 2024, a second putative class action complaint was filed naming the same Defendants in the United States District Court for the Northern District of California, captioned Hayes v.
Added
Lead plaintiff Praytor filed an amended complaint on May 21, 2025, alleging violations of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder by Enphase and our chief executive officer, purported only on behalf of a class of individuals who purchased or otherwise acquired our common stock between February 7, 2023 and April 25, 2023 and removing our chief financial officer as a defendant (the remaining defendants referred hereto as “Defendants”).
Removed
Once a lead plaintiff and lead counsel are appointed, the parties will negotiate a schedule for an anticipated amended complaint and motion to dismiss.
Added
Defendants filed a motion to dismiss on July 2, 2025. Lead Plaintiff’s filed his opposition on August 15, 2025, and Defendants’ filed their reply on September 15, 2025. The Court has not yet issued a decision on Defendants’ motion to dismiss.
Removed
We could be forced to expend significant Enphase Energy, Inc. | 2024 Form 10-K | 46 Table of Contents resources in the defense of the pending lawsuits and any additional lawsuits, and we may not prevail. In addition, we may incur substantial legal fees and costs in connection with such lawsuits. Zola Electric International, Ltd. v. Enphase Energy, Inc.
Added
On or about February 11, 2025, several additional stockholders moved to be appointed lead plaintiff in the Pension Fund Action and have their selection of counsel appointed as lead counsel. On August 20, 2025, the Court appointed HANSAINVEST Hanseatische Investment-GMBH as lead plaintiff. Lead plaintiff filed its amended complaint on October 20, 2025.
Removed
On July 17, 2024, Zola Electric International, Ltd. (“Zola”) filed a complaint in the United States District Court for the Northern District of California against us, alleging breach of contract and breach of the covenant of good faith and fair dealing related to a joint development agreement and master supply agreement between Zola and us.
Added
Defendants’ filed their motion to dismiss on December 12, 2025. Lead plaintiff’s filed its opposition on February 10, 2026, and Defendants’ reply will be due March 27, 2026. A hearing is currently scheduled for May 7, 2026. We dispute the allegations in each of the above-referenced lawsuits and intend to defend the matters vigorously.
Removed
On September 19, 2024, we filed a motion to dismiss the complaint, and all briefing papers were filed with the Court on or before November 8, 2024.
Added
On March 7, 2025, the Court granted the parties’ stipulation to consolidate the Hirani and Hanowski Actions for all purposes into one action under the title In re Enphase Energy, Inc. 2025 Shareholder Derivative Litigation (the “Derivative II Action”).
Removed
We entered into a settlement and mutual release agreement with Zola on November 25, 2024 and Zola filed a stipulation of dismissal with prejudice on December 3, 2024, which was entered by the Court on December 4, 2024. Item 4. Mine Safety Disclosures Not applicable. PART II
Added
On May 8, 2025, the Court stayed the Derivative II Action pending resolution of all motion(s) to dismiss in the Pension Fund Action. On January 28, 2026, purported shareholder Ahmed Ibrahim filed a motion to intervene in the Derivative II Action. We dispute the allegations in each of the above-referenced lawsuits and intend to defend the matters vigorously.
Added
In addition, we may incur substantial legal fees and costs in connection with such lawsuits. Item 4. Mine Safety Disclosures Not applicable. PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeEnphase Energy, Inc. | 2024 Form 10-K | 47 Table of Contents The following table provides information about our repurchases of our common stock during the three months ended December 31, 2024 (in thousands, except per share amounts): Period Ended Total Number of Shares Purchased Average Price Paid per Share (1) Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (2) October 2024 485,168 $ 82.39 485,168 $ 558,333 November 2024 2,398,270 $ 66.59 2,398,270 $ 398,638 December 2024 — $ — — $ 398,638 Total 2,883,438 2,883,438 (1) Average price paid per share includes brokerage commissions (2) During the three months ended December 31, 2024, we repurchased 2,883,438 shares of our common stock at a weighted average price of $69.25 per share for an aggregate amount of $199.7 million Stock Performance Graph This section is not “soliciting material” and is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, as amended, regardless of any general incorporation language in such filing.
Biggest changeThe following table provides information about our repurchases of our common stock during the three months ended December 31, 2025 (in thousands, except per share amounts): Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Programs October 2025 — $ — — $ 268,680 November 2025 — $ — — $ 268,680 December 2025 — $ — — $ 268,680 Total — — Stock Performance Graph This section is not “soliciting material” and is not deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, as amended, regardless of any general incorporation language in such filing.
An investment of $100 is assumed to have been made in our common stock and in each index on December 31, 2019, all dividends were reinvested, and the relative performance of the investments are tracked through December 31, 2024.
An investment of $100 is assumed to have been made in our common stock and in each index on December 31, 2020, all dividends were reinvested, and the relative performance of the investments are tracked through December 31, 2025.
Holders As of February 3, 2025, there were approximately 16 holders of record of our common stock, one of which was Cede & Co., a nominee for Depository Trust Company (“DTC”).
Holders As of February 5, 2026, there were approximately 16 holders of record of our common stock, one of which was Cede & Co., a nominee for Depository Trust Company (“DTC”).
The graph depicted below shows a comparison of cumulative total stockholder returns for our common stock, the S&P 500 Index and the Invesco Solar ETF for the period from December 31, 2019 to December 31, 2024.
The graph depicted below shows a comparison of cumulative total stockholder returns for our common stock, the S&P SmallCap 600 Index and the Invesco Solar ETF for the period from December 31, 2020 to December 31, 2025.
All of the shares of our common stock held by brokerage firms, banks and other financial institutions as nominees for beneficial owners are deposited into participant accounts at DTC and are therefore considered to be held of record by Cede & Co. as one stockholder. Dividend Policy We have never paid any cash dividends on our common stock.
All of the shares of our common stock held by brokerage firms, banks and other financial institutions as nominees for beneficial owners are deposited into participant accounts at DTC and are therefore considered to be held of record by Cede & Co. as one stockholder.
Purchases may be completed from time to time in the open market or privately negotiated transactions, including through Rule 10b5-1 plans. The program may be discontinued or amended at any time and expires on July 26, 2026.
As of December 31, 2025, we have approximately $268.7 million remaining for repurchase of shares under the 2023 Repurchase Program. Purchases may be completed from time to time in the open market or privately negotiated transactions, including through Rule 10b5-1 plans. The program may be discontinued or amended at any time and expires on July 26, 2026.
Issuer Repurchases of Securities In July 2023, our board of directors authorized the 2023 Repurchase Program (the “2023 Repurchase Program”) pursuant to which we may repurchase up to an aggregate of $1.0 billion of our common stock. As of December 31, 2024, we have approximately $398.6 million remaining for repurchase of shares under the 2023 Repurchase Program.
Recent Sales of Unregistered Securities None, except as previously disclosed. Issuer Repurchases of Securities In July 2023, our board of directors authorized the 2023 Repurchase Program (the “2023 Repurchase Program”) pursuant to which we may repurchase up to an aggregate of $1.0 billion of our common stock.
We currently anticipate that we will retain any available funds to invest in the growth and operation of our business and we do not anticipate paying any cash dividends in the foreseeable future. Recent Sales of Unregistered Securities None, except as previously disclosed.
Enphase Energy, Inc. | 2025 Form 10-K | 47 Table of Contents Dividend Policy We have never paid any cash dividends on our common stock. We currently anticipate that we will retain any available funds to invest in the growth and operation of our business and we do not anticipate paying any cash dividends in the foreseeable future.
December 31, 2019 December 31, 2020 December 31, 2021 December 31, 2022 December 31, 2023 December 31, 2024 Enphase Energy, Inc. $ 100 $ 672 $ 700 $ 1,014 $ 506 $ 263 S&P 500 Index $ 100 $ 116 $ 148 $ 119 $ 148 $ 182 Invesco Solar ETF $ 100 $ 334 $ 250 $ 237 $ 173 $ 108 Enphase Energy, Inc. | 2024 Form 10-K | 48 Table of Contents Item 6. [Reserved]
Enphase Energy, Inc. | 2025 Form 10-K | 48 Table of Contents December 31, 2020 December 31, 2021 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 Enphase Energy, Inc. $ 100 $ 104 $ 151 $ 75 $ 39 $ 18 S&P SmallCap 600 Index $ 100 $ 125 $ 103 $ 118 $ 126 $ 131 Invesco Solar ETF $ 100 $ 75 $ 71 $ 52 $ 32 $ 48 Item 6. [Reserved]

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeEnphase Energy, Inc. | 2024 Form 10-K | 51 Table of Contents Summary Consolidated Statements of Operations The following table sets forth a summary of our consolidated statements of operations for the periods presented: Years Ended December 31, (In thousands) 2024 2023 2022 Net revenues $ 1,330,383 $ 2,290,786 $ 2,330,853 Cost of revenues 701,245 1,232,398 1,356,258 Gross profit 629,138 1,058,388 974,595 Operating expenses: Research and development 201,315 227,336 168,846 Sales and marketing 206,552 231,792 215,102 General and administrative 130,825 137,835 140,002 Restructuring and asset impairment charges 13,154 15,684 2,384 Total operating expenses 551,846 612,647 526,334 Income from operations 77,292 445,741 448,261 Other income, net Interest income 77,306 69,728 13,656 Interest expense (8,905) (8,839) (9,438) Other income (expense), net (25,534) 6,509 (431) Total other income, net 42,867 67,398 3,787 Income before income taxes 120,159 513,139 452,048 Income tax provision (17,501) (74,203) (54,686) Net income $ 102,658 $ 438,936 $ 397,362 Enphase Energy, Inc. | 2024 Form 10-K | 52 Table of Contents Results of Operations Net Revenues Years Ended December 31, Change in 2024 2023 $ % (In thousands, except percentages) Net revenues $ 1,330,383 $ 2,290,786 $ (960,403) (42) % Net revenues decreased by $960.4 million, or 42%, in the year ended December 31, 2024, as compared to the same period in 2023, driven primarily by a 58% decrease in microinverter units shipped, partially offset by an increase in ASP for our microinverters as we sold more IQ8 microinverters relative to IQ7 microinverters.
Biggest changeSummary Consolidated Statements of Operations The following table sets forth a summary of our consolidated statements of operations for the periods presented: Years Ended December 31, (In thousands) 2025 2024 2023 Net revenues $ 1,472,985 $ 1,330,383 $ 2,290,786 Cost of revenues 785,981 701,245 1,232,398 Gross profit 687,004 629,138 1,058,388 Operating expenses: Research and development 189,075 201,315 227,336 Sales and marketing 197,505 206,552 231,792 General and administrative 135,767 130,825 137,835 Restructuring and asset impairment charges 7,131 13,154 15,684 Total operating expenses 529,478 551,846 612,647 Income from operations 157,526 77,292 445,741 Other income, net Interest income 62,722 77,306 69,728 Interest expense (4,521) (8,905) (8,839) Other income (expense), net (10,913) (25,534) 6,509 Total other income, net 47,288 42,867 67,398 Income before income taxes 204,814 120,159 513,139 Income tax provision (32,681) (17,501) (74,203) Net income $ 172,133 $ 102,658 $ 438,936 Enphase Energy, Inc. | 2025 Form 10-K | 53 Table of Contents Results of Operations Net Revenues Years Ended December 31, Change in 2025 2024 $ % (In thousands, except percentages) Net revenues $ 1,472,985 $ 1,330,383 $ 142,602 11 % Net revenues increased by $142.6 million, or 11%, in the year ended December 31, 2025, as compared to the same period in 2024, driven primarily by a 36% increase in IQ Batteries MWh shipped, partially offset by a 2% decrease in microinverter units sold.
Global Events Affecting our Business and Operations As we have a growing global footprint, we are subject to risk and exposure from the evolving macroeconomic environment, including the effects of increased global inflationary pressures, tariffs and interest rates, fluctuations in foreign currency exchange rates, potential economic slowdowns or recessions, geopolitical pressures and potential regulatory changes, including the unknown impacts of current and future trade regulations.
Events Affecting our Business and Operations As we have a growing global footprint, we are subject to risk and exposure from the evolving macroeconomic environment, including the effects of increased global inflationary pressures, tariffs and interest rates, fluctuations in foreign currency exchange rates, potential economic slowdowns or recessions, geopolitical pressures and potential regulatory changes, including the unknown impacts of current and future trade regulations.
Our revenue growth is dependent on our ability to compete effectively in the marketplace by remaining cost competitive, macroeconomic conditions, favorable regulatory environment, developing and introducing new products that meet the changing technology, and performance requirements of our customers, the diversification and expansion of our revenue base, and our ability to market our products in a manner that increases awareness for microinverter technology and differentiates us in the marketplace.
Our revenue growth is dependent on our ability to compete effectively in the marketplace by remaining cost competitive, macroeconomic conditions, favorable regulatory environment, developing and introducing new products that meet the changing technology and the performance requirements of our customers, the diversification and expansion of our revenue base, and our ability to market our products in a manner that increases awareness for microinverter technology and differentiates us in the marketplace.
Cost of Revenues and Gross Profit Cost of revenues is comprised primarily of product costs, warranty, manufacturing and installation services support personnel, logistics costs, freight costs, inventory write-downs, hosting services costs related to our cloud-based monitoring services, depreciation of manufacturing test equipment, amortization of capitalized software development costs related to our cloud-based monitoring services, lead acquisition costs and design and proposal services, employee-related expenses associated with proposal and permitting services and design and proposal service customer support.
Cost of Revenues and Gross Profit Cost of revenues is comprised primarily of product costs, warranty, manufacturing and installation services, support personnel, logistics costs, freight costs, inventory write-downs, hosting services costs related to our cloud-based monitoring services, depreciation of manufacturing and test equipment, amortization of capitalized software development costs related to our cloud-based monitoring services, lead acquisition costs and design and proposal services, employee-related expenses associated with proposal and permitting services and design and proposal service customer support.
Other expense, net, of $25.5 million in the year ended December 31, 2024, primarily related to $23.0 million impairment of investments in private companies, $5.0 million net loss due to foreign currency denominated monetary assets and liabilities partially offset by a $2.0 million non-cash net gain related to change in the fair value of debt securities, $0.3 million of miscellaneous other income and $0.2 million realized gain from sale of marketable securities.
Other expense, net, of $25.5 million in the year ended December 31, 2024 primarily related to $23.0 million impairment of investments in private companies and $5.0 million net loss due to foreign currency denominated monetary assets and liabilities, partially offset by a $2.0 million non-cash net gain related to change in the fair value of debt securities, $0.3 million of miscellaneous other income and $0.2 million realized gain from sale of marketable securities.
Cash Flows from Investing Activities For the year ended December 31, 2024, net cash provided by investing activities of $128.3 million was primarily from the sales and maturities of marketable securities of $161.9 million, net of purchases, partially offset by $33.6 million used in purchases of test and assembly equipment for U.S. manufacturing, related facility improvements and information technology enhancements, including capitalized costs related to internal-use software.
For the year ended December 31, 2024, net cash provided by investing activities of $128.3 million was primarily from the sales and maturities of marketable securities of $161.9 million, net of purchases, partially offset by $33.6 million used in purchases of test and assembly equipment for U.S. manufacturing, related facility improvements and information technology enhancements, including capitalized costs related to internal-use software.
Restructuring and asset impairment charges are the net charges resulting from restructuring initiatives implemented in 2022, 2023 and 2024 to increase operational efficiencies and execution, reduce operating costs, and better align our workforce and cost structure with current market conditions, as well as reflect our business needs, strategic priorities and ongoing commitment to profitable growth.
Restructuring and asset impairment charges are the net charges resulting from restructuring initiatives implemented in 2023 and 2024 to increase operational efficiencies and execution, reduce operating costs, and better align our workforce and cost structure with current market conditions, as well as reflect our business needs, strategic priorities and ongoing commitment to profitable growth.
Restructuring charges of $13.2 million in the year ended December 31, 2024, primarily consisted of $6.4 million of employee severance, one-time benefits and other employee related expenses, $2.0 million of contract termination charges and $4.8 million of asset impairment charges.
Restructuring and asset impairment charges of $13.2 million the year ended December 31, 2024, primarily consisted of $6.4 million of employee severance, one-time benefits and other employee related expenses, $2.0 million of contract termination charges and $4.8 million of asset impairment charges.
Government agency securities and treasuries, money market mutual funds, corporate notes, commercial paper and bonds, and both interest-bearing and non-interest-bearing deposits, with the remainder held in various foreign subsidiaries. We consider amounts held outside the United States to be accessible and have provided for the estimated withholding tax liability on the repatriation of our foreign earnings.
Government agency securities and treasuries, money market mutual funds, corporate notes and bonds, commercial paper and certificate of deposit, and both interest-bearing and non-interest-bearing deposits, with the remainder held in various foreign subsidiaries. We consider amounts held outside the United States to be accessible and have provided for the estimated withholding tax liability on the repatriation of our foreign earnings.
Charges from the restructuring initiatives primarily consisted of employee severance and one-time benefits, workforce reorganization charges, contract termination charges, and asset impairment charges. Refer to Note 12. “Restructuring and Asset Impairment Charges,” of the notes to consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for additional information.
Charges from the restructuring initiatives primarily consisted of employee severance and one-time benefits, workforce reorganization charges, contract termination charges, and asset impairment charges. Refer to Note 11. “Restructuring and Asset Impairment Charges,” of the notes to consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for additional information.
Discussion of 2023 results compared to 2022 results to the extent not included in this report can be found in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023 . Business Overview and 2024 Highlights We are a global energy technology company.
Discussion of 2024 results compared to 2023 results to the extent not included in this report can be found in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024 . Business Overview and 2025 Highlights We are a global energy technology company.
We plan to fund any cash requirements for the next 12 months from our existing cash, cash equivalents and marketable securities on hand, and cash generated from operations. For the long-term period (beyond 12 months), we aim to continue growing cash flows from operations to support our ongoing business operations and strategic investment plans.
We plan to fund any cash requirements for the next 12 months from our existing cash, cash equivalents and marketable securities on hand, and cash generated from operations. For the long-term period (beyond 12 months), we plan to continue growing cash flows from operations to support our business operations and strategic investment plans.
General and administrative expense includes personnel-related expenses for our executive, finance, human resources, information technology and legal organizations, facilities costs, and fees for professional services. Fees for professional services consist primarily of outside legal, accounting and information technology consulting costs.
General and administrative expense includes personnel-related expenses for our executive, finance, human resources, information technology and legal organizations, facilities costs, and fees for professional services. Fees for professional services consist primarily of external legal, accounting and information technology consulting costs.
Other Income, Net Other income, net primarily consists of interest income on our cash, cash equivalents, restricted cash and marketable securities, amortization of discount or premium on purchase of cash equivalents and marketable securities, gains or losses upon conversion of foreign currency transactions into U.S. dollars, interest expense, changes in fair value of contingent consideration, non-cash interest expense related to the accretion of debt discount and amortization of deferred financing costs, non-cash charges recognized for loss on partial settlement of convertible notes, and the change in fair value of our debt securities.
Other Income, Net Other income, net, primarily consists of interest income on our cash, cash equivalents, restricted cash and marketable securities, amortization of discount or premium on purchase of cash equivalents and marketable securities, gains or losses upon conversion of foreign currency transactions into U.S. dollars, interest expense, changes in fair value of contingent consideration, non-cash interest expense related to the accretion of debt discount and amortization of deferred financing costs, non-cash charges recognized for loss on partial settlement of convertible notes, and the change in fair value of our debt investment in public and private companies.
“Fair Value Measurements,” of the notes to consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for additional information.
Refer to Note 10 . “Fair Value Measurements,” of the notes to consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for additional information.
The warranty term for the IQ Gateway and IQ Energy Router is 5 years, while the warranty term for EV Chargers is 1 to 5 years depending on the product. On a quarterly basis, we employ a consistent, systematic and rational methodology to assess the adequacy of our warranty liability.
The warranty term for the IQ Gateway is 5 to 15 years depending on the generation, for the IQ Energy Router is 5 years, and for EV Chargers is 1 to 5 years depending on the product. On a quarterly basis, we employ a consistent, systematic and rational methodology to assess the adequacy of our warranty liability.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following section generally discusses 2024 results compared to 2023 results.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following section generally discusses 2025 results compared to 2024 results.
In addition to our solar distributors, we sell directly to select large installers, OEMs and strategic partners. Our OEM customers include solar module manufacturers who integrate our microinverters with their solar module products and resell to both distributors and installers. Strategic partners include providers of solar financing solutions.
In addition to our solar distributors, we sell directly to select large installers, OEMs and strategic partners. Our OEM customers include solar module manufacturers who integrate our microinverters with their solar module products and resell to both distributors and installers.
Beginning in the second half of 2024 , we began shipping residential and commercial microinverters, and batteries, with higher domestic content from our U.S. contract manufacturers, which are expected to help certain solar and battery projects qualify for the domestic content bonus tax credit.
Beginning in the second half of 2024, we began shipping residential and commercial microinverters and batteries with higher domestic content from U.S. manufacturing facilities, which are expected to help certain solar and battery projects qualify for the domestic content bonus tax credit.
We currently offer solutions targeting the residential and commercial markets in the United States, Canada, Mexico, Europe, Australia, New Zealand, India, Brazil, the Philippines, Thailand, South Africa, Central America, the Caribbean and certain Asian countries. We expect to continue to expand the geographic reach of our product offerings and explore new sales channels in addressable markets in the future.
We currently offer solutions targeting the residential and commercial markets in the United States, Canada, Mexico, Puerto Rico, Europe, Australia, New Zealand, India, Thailand, Central America, the Caribbean and certain Asian countries. We expect to continue to expand the geographic reach of our product offerings and explore new sales channels in addressable markets in the future.
Cash Flows from Financing Activities For the year ended December 31, 2024, net cash used in financing activities of approximately $460.3 million was primarily from $391.4 million used to repurchase our common stock, payment of $78.8 million in employee withholding taxes related to net share settlement of employee equity awards, payment of $2.8 million in excise tax for net stock repurchases, and less than $0.1 million from the partial settlement of the Notes due 2025, partially offset by $12.7 million net proceeds from employee stock option exercises and purchases under our employee stock purchase plan.
Enphase Energy, Inc. | 2025 Form 10-K | 58 Table of Contents For the year ended December 31, 2024, net cash used in financing activities of approximately $460.3 million was primarily from $391.4 million used to repurchase our common stock, payment of $78.8 million in employee withholding taxes related to net share settlement of employee equity awards, payment of $2.8 million in excise tax for net stock repurchases, and less than $0.1 million from the partial settlement of the Notes due 2025, partially offset by $12.7 million net proceeds from employee stock option exercises and purchases under our employee stock purchase plan.
We regularly evaluate our liquidity position, debt obligations and expected cash requirements. As part of this ongoing assessment, we may pursue additional financing through the issuance of equity or the debt financing, as necessary, to meet our operational and investment needs.
We regularly evaluate our liquidity position, debt obligations and anticipated cash needs. As part of this ongoing assessment, we may pursue additional financing through the issuance of equity or the debt financing, as necessary, to support our operational and investment needs.
As of December 31, 2024, we have shipped approximately 80.0 million microinverters, and approximately 4.7 million Enphase residential and commercial systems have been deployed in more than 160 countries. We sell primarily to solar distributors who combine our products with others, including solar module products and racking systems, and resell to installers in each target region.
As of December 31, 2025, we have shipped approximately 86.4 million microinverters, and more than 5.1 million Enphase residential and commercial systems have been deployed in over 160 countries. We sell primarily to solar distributors who combine our products with others, including solar module products and racking systems, and resell to installers in each target region.
Our revenue is affected by changes in the volume and average selling prices (“ASPs”) of our various solutions and related accessories, supply and demand, sales incentives, government incentives and competitive product offerings.
Our revenue is affected by changes in the volume and ASPs of our various solutions and related accessories, supply and demand, sales incentives, government incentives and competitive product offerings.
We expect that our principal short-term (over the next 12 months) cash needs related to our operations will be to fund working capital, strategic investments, acquisitions, repurchases of common stock and payments of withholding taxes for net share settlement of employee equity awards, payments on our outstanding debt and purchases of property and equipment.
We expect our principal short-term cash requirements (over the next 12 months) to include working capital, strategic investments, acquisitions, repurchases of common stock and payments of withholding taxes for net share settlement of employee equity awards, payments on our outstanding debt, and purchases of property and equipment.
Enphase Energy, Inc. | 2024 Form 10-K | 58 Table of Contents We have based our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.
We have based our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.
Liquidity and Capital Resources Sources of Liquidity As of December 31, 2024, we had $1.7 billion in net working capital, including cash, cash equivalents, restricted cash and marketable securities, of which approximately $1.6 billion were held in the United States. Our cash, cash equivalents, restricted cash and marketable securities primarily consist of U.S.
Liquidity and Capital Resources Sources of Liquidity As of December 31, 2025, we had $1.3 billion in net working capital, including cash, cash equivalents and marketable securities of approximately $1.5 billion, of which approximately $1.4 billion were held in the United States. Our cash, cash equivalents and marketable securities primarily consist of U.S.
Enphase Energy, Inc. | 2024 Form 10-K | 59 Table of Contents We record upfront contract acquisition costs, such as sales commissions, to be capitalized and amortized over the estimated life of the asset. For contracts that have a duration of less than one year, we follow the Topic 606 practical expedient and expense these costs when incurred.
We record upfront contract acquisition costs, such as sales commissions, to be capitalized and amortized over the estimated life of the asset. For contracts that have a duration of less than one year, we follow the Topic 606 practical expedient and expense these costs when incurred.
Estimated Replacement Costs — Three factors are considered in our analysis of estimated replacement cost: (1) the estimated cost of replacement products; (2) the estimated cost to ship replacement products to end users; and (3) the estimated labor reimbursement expected to be paid to third-party installers, or estimated labor cost expected to be incurred for field service technicians, performing replacement services for the end user.
Enphase Energy, Inc. | 2025 Form 10-K | 61 Table of Contents Estimated Replacement Costs — Three factors are considered in our analysis of estimated replacement cost: (1) the estimated cost of replacement products; (2) the estimated cost to ship replacement products to end users; and (3) the estimated labor reimbursement expected to be paid to third-party installers, or estimated labor cost expected to be incurred for field service technicians, performing replacement services for the end user.
Cash Flows from Operating Activities Cash flows from operating activities consisted of our net income adjusted for certain non-cash reconciling items, such as stock-based compensation expense, non-cash interest expense, change in the fair value of debt securities, deferred income taxes, asset impairment, depreciation and amortization, and changes in our operating assets and liabilities.
Cash Flows from Operating Activities Cash flows from operating activities consisted of our net income adjusted for certain non-cash reconciling items, such as stock-based compensation expense, asset impairment, non-cash interest expense, change in the fair value of debt securities, deferred income taxes, depreciation and amortization, amortization (accretion) of premium (discount) on marketable securities, benefit from lease termination, provision for credit losses, and changes in our operating assets and liabilities.
We have investments in debt securities categorized as level three in the fair value hierarchy based on inputs that are unobservable and significant to the overall fair value measurement totaling $64.8 million and $79.9 million as of December 31, 2024 and 2023, respectively, which is included in “Other assets” in the consolidated balance sheets.
We have investments categorized as level three in the fair value hierarchy based on inputs that are unobservable and significant to the overall fair value measurement totaling $60.8 million and $64.8 million as of December 31, 2025 and 2024, respectively, which is included in other assets in the consolidated balance sheets.
The sale of IQ Gateway and IQ Energy Router includes our cloud-based monitoring services. The full consideration for these products represents a single performance obligation and is deferred at the sale date and recognized over the estimated service period of 7 years. We also sell certain communication accessories that contain a service performance obligation to be delivered over time.
The full consideration for these products represents a single performance obligation and is deferred at the sale date and recognized over the estimated service period of 7 and 15 years. We also sell certain communication accessories that contain a service performance obligation to be delivered over time.
The subscription contracts are generally 3 to 12 months in length and billed in advance. When we sell a product with more than one performance obligation, such as our IQ Combiner, which includes both hardware and the IQ Gateway, the total consideration is allocated to these performance obligations based on their relative standalone selling prices.
When we sell a product with more than one performance obligation, such as our IQ Combiner, which includes both hardware and the IQ Gateway, the total consideration is allocated to these performance obligations based on their relative standalone selling prices.
Personnel-related costs are the most significant component of each of these expense categories, other than restructuring and asset impairment charges, and include salaries, benefits, payroll taxes, sales commissions, incentive compensation, post-combination expense and stock-based compensation.
Personnel-related costs are the most significant component of each of these expense categories, other than restructuring and asset impairment charges, and include salaries, benefits, payroll taxes, sales commissions, incentive compensation, post-combination expense and stock-based compensation. Research and development expense includes personnel-related expenses, third-party design and development costs, testing and evaluation costs, depreciation expense and other indirect costs.
Other Material Cash Requirements . As of December 31, 2024, we had open purchase obligations of $130.9 million related to component inventory that our primary contract manufacturers procure on our behalf in accordance with our production forecast as well as other inventory related purchase commitments.
As of December 31, 2025, we had open purchase obligations of $252.3 million related to component inventory that we and our primary contract manufacturers procure on our behalf in accordance with our production forecast as well as other inventory related purchase commitments.
We recognized credits under the AMPTC as a reduction to cost of revenues in the consolidated statement of operations for the microinverters manufactured in the United States and sold to customers in the year ended December 31, 2024 and 2023.
We recognized credits under the AMPTC as a reduction to cost of revenues in the consolidated statements of operations for the microinverters manufactured in the United States and sold to customers.
The following table summarizes our cash flows for the periods presented: Years Ended December 31, 2024 2023 (In thousands) Net cash provided by operating activities $ 513,693 $ 696,780 Net cash provided by (used in) investing activities 128,267 (366,355) Net cash used in financing activities (460,269) (516,774) Effect of exchange rate changes on cash, cash equivalents and restricted cash (6,323) 1,853 Net increase (decrease) in cash and cash equivalents and restricted cash $ 175,368 $ (184,496) Enphase Energy, Inc. | 2024 Form 10-K | 57 Table of Contents Cash from operations could be affected by various risks and uncertainties, including, but not limited to, the broad-based slowdown in demand for our products, new regulations and other risk factors discussed in Part I, Item IA, Risk Factors of this Annual Report on Form 10-K.
The following table summarizes our cash flows for the periods presented: Years Ended December 31, 2025 2024 (In thousands) Net cash provided by operating activities $ 136,540 $ 513,693 Net cash provided by investing activities 106,792 128,267 Net cash used in financing activities (241,624) (460,269) Effect of exchange rate changes on cash, cash equivalents and restricted cash 8,494 (6,323) Net increase in cash, cash equivalents and restricted cash $ 10,202 $ 175,368 Cash from operations could be affected by various risks and uncertainties, including, but not limited to, the broad-based slowdown in demand for our products, new regulations and other risk factors discussed in Part I, Item IA, Risk Factors of this Annual Report on Form 10-K.
Income Tax Provision We are subject to income taxes in the countries where we sell our products. Historically, we have primarily been subject to taxation in the United States because we have sold the majority of our products to customers in the United States.
Enphase Energy, Inc. | 2025 Form 10-K | 52 Table of Contents Income Tax Provision We are subject to income taxes in the countries where we sell our products. Historically, we have primarily been subject to taxation in the United States because we have sold the majority of our products to customers in the United States.
The decrease was primarily due to actions implemented in connection with the restructuring initiatives implemented in 2023 and 2024 that lowered professional services and advertising costs by $14.6 million and personnel-related expenses by $10.6 million due to a reduction in headcount.
The decrease was primarily due to actions in connection with the restructuring initiatives implemented at the end of 2024 that lowered personnel-related expenses due to a reduction in headcount by $7.7 million and lowered equipment, supplies and professional services costs by $4.6 million.
The repurchases could be funded from available working capital and could be executed from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans. The program may be discontinued or amended at any time and expires on July 26, 2026.
The repurchases could be funded from available working capital and marketable securities, and could be executed from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans.
For the year ended December 31, 2023, net cash used in financing activities of approximately $516.8 million was primarily from $410.0 million used to repurchase our common stock and the payment of $120.6 million in employee withholding taxes related to net share settlement of employee equity awards, partially offset by $13.9 million net proceeds from employee stock option exercises and purchases under our employee stock purchase plan.
Cash Flows from Financing Activities For the year ended December 31, 2025, net cash used in financing activities of approximately $241.6 million was primarily from payment of $130.0 million used to repurchase our common stock under the 2023 Repurchase Program, $102.2 million towards the settlement of the Notes due 2025, and payment of $18.0 million in employee withholding taxes related to net share settlement of employee equity awards, partially offset by $8.5 million of net proceeds from purchases under our employee stock purchase plan.
Enphase Energy, Inc. | 2024 Form 10-K | 53 Table of Contents Research and Development Years Ended December 31, Change in 2024 2023 $ % (In thousands, except percentages) Research and development $ 201,315 $ 227,336 $ (26,021) (11) % Percentage of net revenues 15 % 10 % Research and development expense decreased by $26.0 million, or 11%, in the year ended December 31, 2024, as compared to the same period in 2023.
Enphase Energy, Inc. | 2025 Form 10-K | 54 Table of Contents Research and Development Years Ended December 31, Change in 2025 2024 $ % (In thousands, except percentages) Research and development $ 189,075 $ 201,315 $ (12,240) (6) % Percentage of net revenues 13 % 15 % Research and development expense decreased by $12.2 million, or 6%, in the year ended December 31, 2025, as compared to the same period in 2024.
Management assesses the valuation on a quarterly basis and writes down the value for any excess and obsolete inventory based upon expected demand, anticipated sales price, effect of new product introductions, product obsolescence, customer concentrations, product merchantability and other factors. Inventory write-downs are equal to the difference between the cost of inventories and market.
Certain factors could affect the realizable value of its inventory, including customer demand and market conditions. Management assesses the valuation on a quarterly basis and writes down the value for any excess and obsolete inventory based upon expected demand, anticipated sales price, effect of new product introductions, product obsolescence, customer concentrations, product merchantability and other factors.
Enphase Energy, Inc. | 2024 Form 10-K | 56 Table of Contents Repurchase of Common Stock . In July 2023, our board of directors authorized the 2023 Repurchase Program pursuant to which we were authorized to repurchase up to $1.0 billion of our common stock.
In July 2023, our board of directors authorized the 2023 Repurchase Program pursuant to which we were authorized to repurchase up to $1.0 billion of our common stock.
Interest expense of $8.8 million in the year ended December 31, 2023, primarily related to $8.4 million for the coupon interest, debt discount amortization with the Notes due 2025 and amortization of debt issuance costs with the $65.0 million aggregate principal amount of our 4.0% convertible senior notes due 2023 (the “Notes due 2023”), Notes due 2025, Notes due 2026 and Notes due 2028, and $0.4 million interest incurred with the Notes due 2025 and Notes due 2023.
Interest expense of $4.5 million in the year ended December 31, 2025 primarily included $4.5 million for the coupon interest, debt discount amortization with our 0.25% convertible senior notes due 2025 (the “Notes due 2025”), and amortization of debt issuance costs with the Notes due 2025, Notes due 2026 and Notes due 2028 and other interest.
Sales and Marketing Years Ended December 31, Change in 2024 2023 $ % (In thousands, except percentages) Sales and marketing $ 206,552 $ 231,792 $ (25,240) (11) % Percentage of net revenues 16 % 10 % Sales and marketing expense decreased by $25.2 million, or 11%, in the year ended December 31, 2024, as compared to the same period in 2023.
Sales and Marketing Years Ended December 31, Change in 2025 2024 $ % (In thousands, except percentages) Sales and marketing $ 197,505 $ 206,552 $ (9,047) (4) % Percentage of net revenues 13 % 16 % Sales and marketing expense decreased by $9.0 million, or 4%, in the year ended December 31, 2025, as compared to the same period in 2024.
Microinverter units, microinverter accessories, storage and EV solutions, design proposal, permitting, installation and lead generation services, as well as completed work orders on our platform matching cleantech asset owners to a local and on-demand workforce of service providers, are delivered to customers at a point in time, and we recognize revenue for these products or professional services when we transfer control of the product or professional services to the customer, which is generally upon product shipment or service delivery, respectively. • Products Delivered Over Time.
Such microinverter units, microinverter accessories, storage and EV solutions, design proposal, permitting, installation and solar appointment services are delivered to customers at a point in time, and we recognize revenue for these products or professional services when we transfer control of the product or professional services to the customer, which is generally upon product shipment or service delivery, respectively.
We consider many factors when evaluating and estimating our tax positions and tax benefits, which may require periodic adjustments, and which may not accurately anticipate actual outcomes.
We consider many factors when evaluating and estimating our tax positions and tax benefits, which may require periodic adjustments, and which may not accurately anticipate actual outcomes. Enphase Energy, Inc. | 2025 Form 10-K | 62 Table of Contents
General and Administrative Years Ended December 31, Change in 2024 2023 $ % (In thousands, except percentages) General and administrative $ 130,825 $ 137,835 $ (7,010) (5) % Percentage of net revenues 10 % 6 % General and administrative expense decreased by $7.0 million, or 5%, in the year ended December 31, 2024, as compared to the same period in 2023.
General and Administrative Years Ended December 31, Change in 2025 2024 $ % (In thousands, except percentages) General and administrative $ 135,767 $ 130,825 $ 4,942 4 % Percentage of net revenues 9 % 10 % General and administrative expense increased by $4.9 million, or 4%, in the year ended December 31, 2025, as compared to the same period in 2024.
The decrease was primarily due to lower projected tax expense as our operations in U.S. and foreign jurisdictions were less profitable in 2024 as compared to the same period in 2023, partially offset by an increase in tax expense from equity compensation shortfalls in 2024 as compared to the same period in 2023.
The increase was primarily due to higher projected tax expense as our operations in U.S. and foreign jurisdictions were more profitable in 2025, an increase in tax expense from equity compensation shortfalls in 2025, and prior year true up adjustments in 2025, as compared to the same period in 2024.
Net cash provided by operating activities decreased by $183.1 million for the year ended December 31, 2024, as compared to the same period in 2023, primarily due to lower net revenues.
Net cash provided by operating activities decreased by $377.2 million for the year ended December 31, 2025, as compared to the same period in 2024, primarily due to unfavorable changes in working capital.
We have entered into various non-cancelable operating leases primarily for our facilities with original lease periods expiring through the year 2033, with the most significant leases relating to our offices in Petaluma, California and Bengaluru, India. As of December 31, 2024, we had total operating lease obligations of $28.9 million recorded on our consolidated balance sheet.
Operating Leases . We have entered into various non-cancelable operating leases primarily for our facilities with original lease periods expiring through the year 2033, with the most significant leases relating to our offices in Petaluma, California, Arlington, Texas and Bengaluru, India.
Other income, net, of $6.5 million in the year ended December 31, 2023, primarily related to a $8.7 million non-cash net gain related to change in the fair value of debt securities, partially offset by a $2.1 million net loss due to foreign currency denominated monetary assets and liabilities and $0.1 million in realized loss on investments.
Other expense, net, of $10.9 million in the year ended December 31, 2025 primarily consisted of $9.8 million non-cash expense related to change in the fair value of debt securities, $1.0 million net loss due to foreign currency denominated monetary assets and liabilities and $0.2 million change in the fair value of our tax equity fund investment, partially offset by $0.1 million realized gain from sale of marketable securities.
However, shortages in the supply of certain key raw materials could adversely affect our ability to meet customer demand for our products.
We believe our contract manufacturing partners have sufficient production capacity to meet the anticipated demand for our products for the foreseeable future. However, shortages in the supply of certain key raw materials could adversely affect our ability to meet customer demand for our products.
The warranty term related to microinverter units is 15 years for first and second generation microinverters and up to 25 years for subsequent generation microinverters.
The warranty term related to microinverter units is 15 years for first and second generation microinverters and up to 25 years for subsequent generation microinverters. The warranty term for AC Battery storage solutions is 10 to 15 years depending on the generation and 5 years for IQ PowerPack 1500.
Market is not considered to be less than net realizable value reduced by an allowance for an approximately normal profit margin. We determine cost on a first-in first-out basis. Certain factors could affect the realizable value of its inventory, including customer demand and market conditions.
Market is not considered to be less than net realizable value reduced by an allowance for an approximately normal profit margin. We determine cost on a first-in first-out basis and include both the costs of acquisition and manufacturing in our inventory costs. These costs include direct materials, direct labor, and indirect manufacturing costs, including depreciation and amortization.
Government grants that are not related to long-lived assets are considered income-based grants, which are recognized as a reduction to the related cost of activities that generated the benefit.
We recognize a grant when we have reasonable assurance that we will comply with the grant’s conditions and that the grant will be received. Government grants that are not related to long-lived assets are considered income-based grants, which are recognized as a reduction to the related cost of activities that generated the benefit.
Components of Consolidated Statements of Operations Net Revenues We generate revenue from sale of our various solutions, which include microinverter units and related accessories, IQ Battery and related accessories, IQ PowerPack 1500 and related accessories, IQ Gateway and IQ Energy Router, cloud-based monitoring services, EV charging solutions, design, proposal, permitting, installation and lead generation services, as well as a platform matching cleantech asset owners to a local and on-demand workforce of service providers, distributors, large installers, OEMs and strategic partners.
Components of Consolidated Statements of Operations Net Revenues We generate revenue from the sale of our various products, which include microinverter units and related accessories, IQ Battery and related accessories, IQ PowerPack 1500 and related accessories, EV charging solutions, IQ Combiner, IQ Gateway and IQ Energy Router, as well as from the sale of services, which include cloud-based monitoring services, design, proposal, permitting, installation and solar appointment generation services, and Enphase Care services.
Our ability to obtain debt or any other additional financing that we may choose to, or need to, obtain will depend on, among other things, our development efforts, business plans, operating performance and the condition of the capital markets at the time we seek financing.
Our ability to secure debt or any other additional financing that we may choose to, or need to, obtain will depend on, various factors including our development efforts, business plans, operating performance and prevailing capital market conditions. Repurchase of Common Stock .
Enphase Energy, Inc. | 2024 Form 10-K | 61 Table of Contents We estimate the fair value of warranty obligations by calculating the warranty obligations in the same manner as for sales prior to January 1, 2014 and applying an expected present value technique to that result.
We estimate the fair value of warranty obligations by calculating the warranty obligations in the same manner as for sales prior to January 1, 2014 and applying an expected present value technique to that result. The expected present value technique, an income approach, converts future amounts into a single current discounted amount.
During the year ended December 31, 2024, we shipped 521.0 MWh of IQ Batteries, as compared to 351.6 MWh shipped in the year ended December 31, 2023.
During the year ended December 31, 2025, we sold approximately 6.4 million microinverter units and shipped 706.1 MWh of IQ Batteries, as compared to approximately 6.5 million microinverter units and 521 MWh of IQ Batteries shipped in the year ended December 31, 2024.
The carrying amounts of our cash, cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of those instruments. Equity investments with readily determinable fair value are carried at fair value based on quoted market prices or estimated based on market conditions and risks existing at each balance sheet date.
Equity investments with readily determinable fair value are carried at fair value based on quoted market prices or estimated based on market conditions and risks existing at each balance sheet date.
Such additional assumptions included compensation comprised of a profit element and risk premium required of a market participant to assume the obligation and a discount rate based on our credit-adjusted risk-free rate. Refer to Note 11 .
In addition to the key estimates of return rates, and replacement costs, we used certain inputs that are unobservable and significant to the overall fair value measurement. Such additional assumptions included compensation comprised of a profit element and risk premium required of a market participant to assume the obligation and a discount rate based on our credit-adjusted risk-free rate.
Revenue Recognition We generate revenues from sales of our solutions, which include microinverter units and related accessories, IQ Battery and related accessories, IQ PowerPack 1500 and related accessories, IQ Combiner, IQ Gateway, and IQ Energy Router, our cloud-based monitoring services, EV charging solutions, design, proposal, permitting, installation and lead generation services, as well as a platform matching cleantech asset owners to a local and on-demand workforce of service providers, distributors, large installers, OEMs and strategic partners.
Revenue Recognition We generate revenue from the sale of our various products, which include microinverter units and related accessories, IQ Battery and related accessories, IQ PowerPack 1500 and related accessories, EV charging solutions, IQ Combiner, IQ Gateway and IQ Energy Router, as well as from the sale of services, which include cloud-based monitoring services, design, proposal, permitting, installation and solar appointment generation services, and Enphase Care services.
Holders of Notes due 2025 may now convert their notes at any time until the close of business on the second scheduled trading day immediately preceding the maturity date of March 1, 2025. These conversions will be settled in a combination settlement method with the principal value settled in cash and the remaining value in shares of our common stock.
Holders of the Notes due 2026 may now convert their notes at any time until the close of business on the second scheduled trading day immediately preceding the maturity date of March 1, 2026.
Refer to Note 13 . “Debt,” in Part II, Item 8 of this Annual Report on Form 10-K for more information on our outstanding convertible notes. Operating Leases .
These conversions will be settled in a combination settlement method with the principal value settled in cash and the remaining value in shares of our common stock. For more information on our convertible notes, refer to Note 12 . “Debt,” in Part II, Item 8 of this Annual Report on Form 10-K for more information on our outstanding convertible notes.
For the year ended December 31, 2023, net cash used in investing activities of $366.4 million was primarily from the purchase of $241.0 million of marketable securities, net of sale and maturities, $110.4 million used in purchases of test and assembly equipment to expand our supply capacity, related facility improvements and information technology enhancements, including capitalized costs related to internal-use software, and $15.0 million used in the investment of a private company.
Cash Flows from Investing Activities For the year ended December 31, 2025, net cash provided by investing activities of $106.8 million was primarily from the maturities of $217.0 million of marketable securities, net of purchases, partially offset by $48.5 million issuance of loan receivables to private companies, $40.6 million used in purchases of test and assembly equipment for U.S. manufacturing related facility improvements and information technology enhancements, including capitalized costs related to internal-use software, $9.8 million used in investment in a tax equity fund, $6.3 million used for an investment in debt security and $5.0 million used for investment in equity of a private company.
Gross margin increased by 1.1 percentage points in the year ended December 31, 2024, as compared to the same period in 2023.
The AMPTC benefits recognized were $238.7 million for the year ended December 31, 2025, as compared to $157.5 million for the same period in 2024. Gross margin decreased by 0.7 percentage points in the year ended December 31, 2025, as compared to the same period in 2024.
There are currently several critical and complex aspects of the IRA that could affect the estimated benefits we have recognized and expect to recognize from the AMPTC. Any modifications to the law or its effects arising, for example, through (i) technical guidance and regulations from the IRS and U.S.
Any modifications to the law or its effects arising, for example, through (i) technical guidance and regulations from the IRS and U.S.
We also sell certain products and services to homeowners primarily in support of our warranty services and legacy product upgrade programs, via our online store.
Strategic partners include a variety of companies, including industrial equipment suppliers, module companies, energy suppliers and developers of third-party solar finance offerings (such as TPOs) . We also sell certain products and services to homeowners primarily in support of our warranty services and legacy product upgrade programs, via our online store.
Years Ended December 31, Change in 2024 2023 $ % (In thousands, except percentages) Cash, cash equivalents, restricted cash and marketable securities $ 1,717,596 $ 1,695,034 $ 22,562 1 % Total Debt $ 1,302,380 $ 1,293,738 $ 8,642 0.7 % Our cash, cash equivalents, restricted cash and marketable securities increased by $22.6 million for the year ended December 31, 2024, as compared to the same period in 2023, primarily due to cash generated from operations of $513.7 million, partially offset by $391.4 million in repurchases of common stock pursuant to the 2023 Repurchase Program and $78.8 million in payments of withholding taxes related to net share settlement of employee equity awards.
Enphase Energy, Inc. | 2025 Form 10-K | 56 Table of Contents Years Ended December 31, Change in 2025 2024 $ % (In thousands, except percentages) Cash, cash equivalents and marketable securities $ 1,512,854 $ 1,717,596 $ (204,742) (12) % Total debt $ 1,204,377 $ 1,302,380 $ (98,003) (8) % Our cash, cash equivalents and marketable securities decreased by $204.7 million from December 31, 2024 to December 31, 2025, primarily due to repurchases of common stock pursuant to our share repurchase program, payoff of the Notes due 2025, investments in private and public companies, issuance of loan receivables and payments of withholding taxes related to net share settlement of equity awards, partially offset by cash generated from operations.
The increase was primarily due to recognition of a 9.0 percentage point of Net IRA benefit in the year ended December 31, 2024, as compared to a 1.8 percentage point Net IRA benefit in the same period in 2023, and an increase in ASP for microinverters, partially offset by product mix and relatively higher fixed overhead costs.
The decrease was primarily due to product mix and increased tariff costs, partially offset by the recognition of a 16.2 percentage point AMPTC benefit in the year ended December 31, 2025, as compared to a 11.8 percentage point AMPTC benefit in the same period in 2024, due to a higher proportion of sales from U.S. manufactured microinverters and IQ Battery MWh shipped.
Enphase Energy, Inc. | 2024 Form 10-K | 55 Table of Contents Income Tax Provision Years Ended December 31, Change in 2024 2023 $ % (In thousands, except percentages) Income tax provision $ (17,501) $ (74,203) $ 56,702 (76) % The income tax provision was $17.5 million in the year ended December 31, 2024, as compared to an income tax provision of $74.2 million in the same period in 2023.
Income Tax Provision Years Ended December 31, Change in 2025 2024 $ % (In thousands, except percentages) Income tax provision $ (32,681) $ (17,501) $ (15,180) 87 % The income tax provision was $32.7 million in the year ended December 31, 2025, as compared to $17.5 million in the same period in 2024.
As of December 31, 2024, our aggregate principal convertible notes obligations were $1,309.7 million, which primarily consisted of the Notes due 2028 of $575.0 million, Notes due 2026 of $632.5 million and Notes due 2025 of $102.2 million.
“Stockholders’ Equity,” in Part II, Item 8 of this Annual Report on Form 10-K for more information on our repurchase of common stock. Convertible Notes . As of December 31, 2025, our aggregate principal convertible notes obligations were $1,207.5 million, which primarily consisted of the Notes due 2026 of $632.5 million and the Notes due 2028 of $575.0 million.
We sell our products and professional services to customers in accordance with the terms of the related customer contracts.
We sell our products and professional services to customers in accordance with the terms of the related customer contracts. We generate revenues from sales of our solutions, which include microinverter units and related accessories, storage solutions, EV charging solutions, and design, proposal, permitting, installation and solar appointment services.
The decrease was primarily due to actions implemented in connection with the restructuring initiatives implemented in 2023 and 2024 that lowered personnel-related expenses by $16.2 million due to a reduction in headcount and lowered equipment and professional services costs by $9.8 million.
The decrease was primarily due to actions in connection with the restructuring initiatives implemented at the end of 2024 that lowered personnel-related expenses by $2.8 million as a result of moving certain functions to cost efficient regions and leveraging advanced artificial intelligence tools, lowered professional services by $3.2 million and other sales and marketing operating expenses by $3.0 million.
The domestic content bonus tax credit is only available to commercial asset owners, which includes commercial businesses adding solar and PPA/lease providers who own residential solar projects. We also expanded deployments of our IQ8 series Microinverters into many new regions globally, including shipments of IQ8 Microinverters with higher peak output AC power to support newer, high-powered solar modules.
The domestic content bonus tax credit is only available to commercial asset owners, which includes commercial businesses adding solar and power purchase agreements/lease providers who own residential solar projects.
Enphase Energy, Inc. | 2024 Form 10-K | 50 Table of Contents Research and development expense includes personnel-related expenses, third-party design and development costs, testing and evaluation costs, depreciation expense and other indirect costs. Research and development employees are primarily engaged in the design and development of power electronics, semiconductors, powerline communications, networking and software functionality, and storage.
Research and development employees are primarily engaged in the design and development of power electronics, semiconductors, powerline communications, networking and software functionality, and storage.
AMPTC earned under the IRA for U.S. manufactured microinverters shipped to customers in the years ended December 31, 2024 and 2023 are treated as a reduction to cost of revenues.
AMPTC earned under the IRA for U.S. manufactured microinverters shipped to customers are treated as a reduction to cost of revenues. Our product costs are impacted by technological innovations, such as advances in semiconductor integration and new product introductions, economies of scale resulting in lower component costs, and improvements in production processes and automation.
Government Grants Government grants represent benefits provided by federal, state or local governments that are not subject to the scope of ASC 740. We recognize a grant when we have reasonable assurance that we will comply with the grant’s conditions and that the grant will be received.
Inventory write-downs are equal to the difference between the cost of inventories and market. Government Grants Government grants represent benefits provided by federal, state or local governments that are not subject to the scope of Accounting Standards Codification 740.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeEnphase Energy, Inc. | 2024 Form 10-K | 62 Table of Contents Credit Risk Financial instruments that subject us to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities and accounts receivable. We maintain a substantial portion of our cash balances in non-interest-bearing and interest-bearing marketable securities and money market accounts.
Biggest changeCredit Risk Financial instruments that subject us to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities, accounts receivable and loan receivables. We maintain a substantial portion of our cash balances in non-interest-bearing and interest-bearing marketable securities and money market accounts. We mitigate this credit risk by transacting with major financial institutions with high credit ratings.
We also face currency exposure that arises from translating the results of our European, Indian, Brazilian, Mexican, Australian, Canadian and New Zealand operations, including sales and marketing and research and development expenses, to the U.S. dollar at exchange rates that have fluctuated from the beginning of a reporting period.
We also face currency exposure that arises from translating the results of our European, Indian, Brazilian, Mexican, Australian, Canadian, New Zealand, Japanese and Chinese operations, including sales and marketing and research and development expenses, to the U.S. dollar at exchange rates that have fluctuated from the beginning of a reporting period.
To date, foreign currency transaction gains and losses and exchange rate fluctuations have not been material to our financial statements, and we have not engaged in any foreign currency hedging transactions. We do not enter into derivative financial instruments for trading or speculative purposes. We did not enter into any foreign currency forward contracts during 2024, 2023 and 2022.
To date, foreign currency transaction gains and losses and exchange rate fluctuations have not been material to our financial statements, and we have not engaged in any foreign currency hedging transactions. We do not enter into derivative financial instruments for trading or speculative purposes. We did not enter into any foreign currency forward contracts during 2025, 2024 and 2023.
Sales denominated in the euro as a percentage of net revenues was 21%, 28% and 17% during the years ended December 31, 2024, 2023 and 2022, respectively. The effect of a hypothetical 10% adverse change in foreign exchange rates on monetary assets and liabilities on December 31, 2024 would not be material to our financial condition or results of operations.
Sales denominated in the euro as a percentage of net revenues was 14%, 21% and 28% during the years ended December 31, 2025, 2024 and 2023, respectively. The effect of a hypothetical 10% adverse change in foreign exchange rates on monetary assets and liabilities on December 31, 2025 would not be material to our financial condition or results of operations.
More specifically, we face foreign currency exposure primarily from the effect of fluctuating exchange rates on payables and receivables relating to transactions that are denominated in euros, the Indian Rupee, Brazilian real, Mexican peso and the Australian, Canadian and New Zealand dollars. These payables and receivables primarily arise from sales to customers and intercompany transactions.
More specifically, we face foreign currency exposure primarily from the effect of fluctuating exchange rates on payables and receivables relating to transactions that are denominated in euros, the Indian Rupee, Brazilian real, Mexican peso, the Australian, Canadian and New Zealand dollars, Japanese yen and Chinese yuan. These payables and receivables primarily arise from sales to customers and intercompany transactions.
Our cash flow exposure due to changes in interest rates related to our debt is limited, as the Notes due 2025 have a fixed interest rate of 0.25%. Additionally, the Notes due 2028 and Notes due 2026 carry a fixed interest rate of 0%.
Our cash flow exposure due to changes in interest rates related to our debt is limited, as the Notes due 2028 and Notes due 2026 carry a fixed interest rate of 0%.
Enphase Energy, Inc. | 2024 Form 10-K | 63 Table of Contents
Enphase Energy, Inc. | 2025 Form 10-K | 63 Table of Contents
Interest Rate Risk We had cash, cash equivalents, restricted cash and marketable securities of $1,717.6 million and $1,695.0 million as of December 31, 2024 and 2023, respectively, consisting of both non-interest bearing and interest-bearing marketable securities and money market accounts.
Interest Rate Risk We had cash, cash equivalents, restricted cash and marketable securities of $1,512.9 million and $1,717.6 million as of December 31, 2025 and 2024, respectively, consisting of both non-interest bearing and interest-bearing marketable securities and money market accounts.
Based upon the quoted market price as of December 31, 2024, the fair value of the Notes due 2028, Notes due 2026 and Notes due 2025 was $472.9 million, $593.8 million and $106.1 million, respectively. A hypothetical 10% change in interest rates during any of the periods presented would not have had a material impact on our financial statements.
Based upon the quoted market price as of December 31, 2025, the fair value of the Notes due 2028 and Notes due 2026 was $500.5 million and $619.4 million, respectively. A hypothetical 10% change in interest rates during any of the periods presented would not have had a material impact on our financial statements.
We mitigate this credit risk by transacting with major financial institutions with high credit ratings. We are not required to pledge, and are not entitled to receive, cash collateral related to these derivative instruments. We do not enter into derivative contracts for trading or speculative purposes. Our net revenues are primarily concentrated among a limited number of customers.
We are not required to pledge, and are not entitled to receive, cash collateral related to these derivative instruments. We do not enter into derivative contracts for trading or speculative purposes. Our net revenues are primarily concentrated among a limited number of customers.