The Company adopted the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan in April 2022 (the “LLC Plan”), which provides for the issuance of options, unit appreciation rights, performance units, performance incentive units, restricted incentive units and other unit-based awards to employees, directors and consultants of the Company. Additionally, in connection with the Company’s IPO, the Company approved the Second Amended and Restated 2022 Nextracker Inc. Equity Incentive Plan (together with the LLC Plan, the “2022 Plan”) to reflect, among other things, that the underlying equity interests with respect to awards issued under the LLC Plan shall, in lieu of common units of Nextracker LLC (the “LLC”), relate to Class A common stock of Nextracker for periods from and after the closing of the IPO.


	Three-month periods ended				Six-month periods ended
	September 26, 2025		September 27, 2024		September 26, 2025		September 27, 2024
	(In thousands)
Cost of sales	$	5,077	$	2,481	$	7,315	$	6,261
Selling, general and administrative expenses	24,039		25,417		42,531		40,704
Research and development	2,537		1,987		4,117		4,821
Total stock-based compensation expense	$	31,653	$	29,885	$	53,963	$	51,786

During the six-month period ended September 26, 2025, the Company granted 1.4 million time-based unvested restricted share units (“RSU”) awards to certain of its employees under the 2022 Plan. The vesting for these unvested RSU awards is contingent upon time-based vesting with continued service over a three-year period from the grant date, with a portion of the awards vesting at the end of each year. The weighted average fair value per share of the RSUs granted during the period was estimated to be $62.48 per award.

In addition, the Company also granted 0.4 million performance-based vesting (“PSU”) awards whereby vesting is generally contingent upon (i) time-based vesting with continued service through March 31, 2028, and (ii) the achievement of certain metrics specific to the Company, which could result in a range of 0-300% of such PSUs ultimately vesting. The weighted average fair value per share of the PSUs granted during the six-month period ended September 26, 2025 was estimated to be $76.04 per award. The fair value of these PSU awards granted during the six-month period ended September 26, 2025 was determined using Monte-Carlo simulation models, which is a probabilistic approach for calculating the fair value of the awards.

Further, the Company granted 0.2 million options awards that will cliff-vest on the third anniversary of the grant date, subject generally to continuous service through such vesting date. The exercise price for the shares underlying such options is equal to $56.05 per award, which corresponds to the Company’s closing price per share as of the grant date of the awards. The fair value of these options awards granted during the six-month period ended September 26, 2025 was estimated to be $32.60 based on a Black-Scholes option pricing model.

The total unrecognized compensation expense related to unvested awards under the 2022 Plan as of September 26, 2025 was approximately $198.2 million, which is expected to be recognized over a weighted-average period of approximately 2.2 years.