Risk Factors Update Summary

• Delays in construction projects and inventory mismanagement could have a material effect on the company.
• As a newly public company, we face increased costs and resource diversion due to SEC reporting requirements.
• Our largest customer constituted 5% of total trade accounts receivable, down from 15%.
• Section 404 of the Sarbanes-Oxley Act imposes new compliance obligations on us, affecting financial reporting.
• Failure to maintain appropriate ESG practices may result in reputational harm and financial impact.
• Changes in warranty costs for previously sold products may occur if warranty claims profile changes.
• Changes in global trade environment could impact operations, financial condition, and cash flows.
• Litigation and regulatory risks may adversely impact our business, leading to higher expenses and lower margins.
• Failure to maintain quality assurance processes may lead to increased product failures and costs.
• Restrictions from the 2023 Credit Agreement and financing agreements limit dividend payments and financial flexibility.
• Technological advances may render our systems uncompetitive or obsolete, impacting financials.
• Cybersecurity incidents could result in financial losses, business disruption, and reputational harm.
• The Tax Matters Agreement restricts Nextracker's strategic initiatives, potentially impairing business transactions and tax treatment.
• Compliance with privacy and data protection laws could impact business operations and financials.
• Difficulty in retaining key personnel and integrating acquisitions could limit strategic efforts and impact business operations.
• Acquiring and integrating complementary companies may not strengthen our competitive position or achieve business objectives.
• Tax Receivable Agreement may result in substantial payments to affiliates, affecting financials.