Material Agreement (Form 8-K)

Vestas India Transaction

On March 4, 2026, the Company, and certain of its direct and indirect subsidiaries entered into an Asset Purchase Agreement (the "India Purchase Agreement") with Vestas Wind Technology India Private Limited ("Buyer") and Vestas Wind Systems A/S ("Buyer Parent") pursuant to which the Company and certain of its subsidiaries, including TPI Composites India Private Limited ("TPI India" collectively with the Company, "Sellers") will sell and transfer to Buyer substantially all assets related to its manufacturing business in Chennai, India where Sellers manufacture wind blades for Buyer Parent and certain of its affiliates for a purchase price of $10,000,000 in cash, subject to certain purchase price adjustments set forth in the India Purchase Agreement and the assumption of certain liabilities (the "India APA Transaction").

Pursuant to the India Purchase Agreement, the consummation of the India APA Transaction is subject to a number of closing conditions, including, among other things, (i) entry by the Bankruptcy Court of an order approving the portion of the India APA Transaction to be consummated by the Company and the other Debtors party thereto, (ii) receipt of certain third-party consents, approvals or waivers, and (iii) the execution of a termination and mutual release by and among the Company and certain of its affiliates, on one hand, and Buyer and Buyer Parent on the other, which, among other things, provides for the termination of the existing commercial and manufacturing arrangements between Buyer and its affiliates, on one hand, and Sellers and certain of their affiliates, on the other hand and a customary release of certain claims each party thereto, together with their affiliates, may have against the other.

The India Purchase Agreement may be terminated by Sellers or Buyer under certain circumstances, including, among others, if the India APA Transaction is not closed by June 30, 2026 (the "India APA Outside Date"). The India Purchase Agreement may also be terminated by Sellers if Buyer Parent ceases to provide certain agreed upon payment advances through to the India APA Outside Date.

The foregoing description of and references to the India Purchase Agreement are qualified in their entirety by reference to the full text of the India Purchase Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-Kand incorporated herein by reference.

Vestas Mexico Transaction

On March 4, 2026, certain subsidiaries of the Company, TPI Mexico V, LLC ("TPI Mexico V") and TPI Mexico VI, LLC ("TPI Mexico VI" and, together with TPI Mexico V, the "TPI Mexico Entities"), entered into an Equity Commitment Agreement (the "Equity Commitment Agreement") with Vestas America Holdings, Inc. (the "Commitment Party") and Buyer Parent, which provides, among other things, for the restructuring of the capital structure and liabilities of the TPI Mexico Entities pursuant to a joint plan of reorganization (the "Plan"). Pursuant to the Equity Commitment Agreement, TPI Mexico V and TPI Mexico VI will issue new equity interests representing 100% of the reorganized equity interests of TPI Mexico V and TPI Mexico VI to the Commitment Party in exchange for $13,999,999 in cash, subject to certain purchase price adjustments specified therein and the assumption of certain liabilities (the "Equity Transaction").

Pursuant to the Equity Commitment Agreement, the consummation of the Equity Transaction is subject to a number of closing conditions, including, among other things, (i) entry by the Bankruptcy Court of an order confirming the Plan and the Equity Transaction and (ii) the consent to, and release of liens by, Oaktree Fund Administration, LLC or certain of its affiliates.

The Equity Commitment Agreement may be terminated by the Commitment Party or the TPI Mexico Entities under certain circumstances, including, among others, if the Bankruptcy Court denies confirmation of the Plan or if the Plan's effective date has not occurred by June 30, 2026 (the "Mexico ECA Outside Date").

Concurrently with the Equity Commitment Agreement, the Company and certain of its direct and indirect subsidiaries (collectively, the "Mexico APA Sellers") entered into an Asset Purchase Agreement with the Commitment Party (the "Mexico Purchase Agreement"), pursuant to which the Commitment Party will purchase certain limited assets of each of the Mexico APA Sellers primarily related to the manufacturing of wind turbine blades in Matamoros, Mexico, in exchange for $1.00 and the assumption of certain liabilities (the "Mexico APA Transaction"). The Equity Commitment Agreement may also be terminated by the TPI Mexico Entities if the Commitment Party (or an affiliate thereof) ceases to provide certain agreed upon payment advances through to the Mexico ECA Outside Date.

Pursuant to the Mexico Purchase Agreement, the consummation of the Mexico APA Transaction is subject to a number of closing conditions, including, among other things, (i) entry by the Bankruptcy Court of an order approving the portion of the Mexico APA Transaction to be consummated by the Company and the other Debtors party thereto, (ii) the consummation of the Equity Transaction concurrently with the consummation of the Mexico APA Transaction and (iii) the satisfaction or waiver of all closing conditions under the Equity Commitment Agreement.

The Mexico Purchase Agreement may be terminated by the Commitment Party or the Mexico APA Sellers under certain circumstances, including, among others, if the Mexico APA Transaction is not closed by June 30, 2026 (the "Mexico APA Outside Date"). The Mexico Purchase Agreement may also be terminated by the Mexico APA Sellers if the Commitment Party (or an affiliate thereof) ceases to provide certain agreed upon payment advances through to the Mexico APA Outside Date.

The foregoing descriptions of and references to the Mexico Purchase Agreement and the Equity Commitment Agreement are qualified in their entirety by reference to the full text of such agreements, copies of which are attached as Exhibits 10.2 and 10.3, respectively, to this Current Report on Form 8-Kand incorporated herein by reference.