of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

The filing describes a new executive incentive plan for the fiscal year ending March 31, 2027.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Other Events. On December 23, 2025, American Superconductor Corporation (the “ Company ”) filed a prospectus supplement with the Securities and Exchange Commission (the “ SEC ”) relating to shares of the Company’s common stock to be sold from time to time by certain selling stockholders of the Company. The prospectus supplement forms a part of the Company’s Registration Statement on Form S-3 (Reg. No. 333-281496), which was filed with the SEC and became effective on August 12, 2024. Latham &…

Unregistered Sales of Equity Securities. The information set forth in

Other Events. Comtrafo manufactures large power transformers and distribution transformers primarily for utility customers and also for industrial customers in Brazil. Comtrafo has approximately 580 employees and operates primarily out of its Cornelio Procopio factories with approximately 350,000 square feet of manufacturing space. Comtrafo’s revenue for calendar year 2024 was approximately $50 million, with gross margins commensurate with recently demonstrated Company levels of 30% and opera…

Completion of Acquisition or Disposition of Assets. The information set forth in

Entry into a Material Definitive Agreement. On December 5, 2025 (the “ Closing Date ”), Mardin Participações Ltda., an entity incorporated in Brazil (“ AMSC Brazil ”) and a wholly-owned subsidiary of American Superconductor Corporation, a Delaware corporation (the “ Company ”), entered into a Stock Exchange Agreement (the “ Stock Exchange Agreement ”) with each of the sellers listed on the signature pages thereto (each, a “ Stockholder ” and collectively, the “ Stockholders ”), Comtrafo Indús…

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Other Events On June 10, 2025, American Superconductor Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer & Co. Inc., as representative of the several underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale (the “Offering”) of 4,125,000 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”). The public offering price in the Offering is $28.00 per share of Common S…

The filing describes the election of a new director and details of an executive incentive plan, which are not management changes.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Other Events. On August 12, 2024, American Superconductor Corporation (the “Company”) filed a prospectus supplement with the Securities and Exchange Commission (the “SEC”) relating to shares of the Company’s common stock to be sold from time to time by certain selling stockholders of the Company. The prospectus supplement forms a part of the Company’s Registration Statement on Form S-3 (Reg. No. 333-281496), which was filed with the SEC and became effective on August 12, 2024. Latham & Watkin…

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Entry into a Material Definitive Agreement. On August 1, 2024 (the “ Closing Date ”), American Superconductor Corporation, a Delaware corporation (the “ Company ”), entered into a Stock Purchase Agreement (the “ Stock Purchase Agreement ”) with each of the sellers listed on the signature pages thereto (each, a “ Selling Stockholder ” and collectively, the “ Selling Stockholders ”), Megatran Industries, Inc, a New Jersey corporation (“ Megatran ”) and James David Seitz, an individual, solely i…

Other Events. Our preliminary estimates for Megatran Industries, Subsidiaries and Affiliate’s (collectively, the “ Megatran Entities ”) condensed revenues, cost of goods sold, gross profit and net income for the years ended December 31, 2023 and December 31, 2022, and for the three and six months ended June 30, 2024, were as follows: ($ in thousands) Year Ended 12/31/2023 Year Ended 12/31/2022 Three Months Ended 6/30/2024 Six Months Ended 6/30/2024 Net Sales $ 72,315 $ 56,164 $ 19,020 $ 38,30…

The filing is about stock plan amendments and does not involve any management changes.

Completion of Acquisition or Disposition of Assets. The information set forth in

The filing describes the approval of an executive incentive plan for fiscal year 2024.

of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Other Events On January 30, 2024, American Superconductor Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer & Co. Inc., as representative of the several underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale (the “Offering”) of 5,400,000 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”). The public offering price in the Offering is $11.25 per share of Commo…