Hong Gan - Apr 14, 2023 Form 4 Insider Report for SES AI Corp (SES)

Role
CHIEF SCIENCE OFFICER
Signature
/s/ Kyle Pilkington, Attorney-in-Fact
Stock symbol
SES
Transactions as of
Apr 14, 2023
Transactions value $
$0
Form type
4
Date filed
4/18/2023, 06:00 PM
Previous filing
Dec 2, 2022
Next filing
May 2, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction SES Class A Common Stock +Grant/Award $0 +209,205 +74.9% $0.00 488,534 Apr 14, 2023 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SES Performance Vesting Restricted Stock Units +Grant/Award $0 +209,205 $0.00 209,205 Apr 14, 2023 Class A Common Stock 209,205 Direct F3, F4

Explanation of Responses:

Id Content
F1 Represents shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), underlying restricted stock units ("RSUs") granted to the reporting person on April 14, 2023 (the "Grant Date") pursuant to the Issuer's 2021 Incentive Award Plan. The RSUs will vest, and an equal number of shares of Class A Common Stock will be deliverable to the reporting person, in three equal installments on the first, second and third anniversaries of the Grant Date, subject to continued employment through each applicable vesting date.
F2 Includes 488,534 shares of Class A Common Stock underlying RSUs, which are subject to forfeiture until they vest
F3 Represents shares of Class A Common Stock underlying performance vesting RSUs ("PSUs") granted to the reporting person on the Grant Date pursuant to the Issuer's 2021 Incentive Award Plan. The PSUs vest in one installment following the end of a three-year period (the "Initial Performance Period") commencing on the Grant Date, subject to the achievement of certain Class A Common Stock price milestones and the reporting person's continued employment through such date. If following the Initial Performance Period there are PSUs that have not vested, then such PSUs remain eligible to vest in an additional installment following the end of a five-year period commencing on the Grant Date, subject to the achievement of certain Class A Common Stock price milestones and the reporting person's continued employment through such date.
F4 The number of PSUs reported represents the maximum number of PSUs that may vest following certification by the Issuer's compensation committee. The share price thresholds for vesting of the PSUs are as follows: under $12.5, 0%; $12.5 or greater, 25%; $15 or greater, 50%; $17.5 or greater, 75%; and $20 or greater, 100%. A specified percentage of the PSUs will vest based on the average closing price of Class A Common Stock during any consecutive 100-calendar-day period during the Initial Performance Period, assuming that the average closing price during the last 30-calendar-day period in the Initial Performance also exceeds the highest share price threshold achieved. Otherwise, the number of PSUs that vest will be based on the average closing price during the last 30 calendar days of the Initial Performance Period using the same share price thresholds.