Rohit Makharia - Dec 11, 2023 Form 4 Insider Report for SES AI Corp (SES)

Signature
/s/ Kyle Pilkington, Attorney-in-Fact
Stock symbol
SES
Transactions as of
Dec 11, 2023
Transactions value $
-$147,015
Form type
4
Date filed
12/12/2023, 05:30 PM
Previous filing
Aug 25, 2023
Next filing
Dec 15, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SES Class A Common Stock Options Exercise $12K +75K +71.7% $0.16 180K Dec 11, 2023 Direct F1
transaction SES Class A Common Stock Sale -$159K -75K -41.76% $2.12 105K Dec 11, 2023 Direct F1, F2, F3

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 Stock Option (Right to Buy) Options Exercise $0 -75K -1.16% $0.00 6.39M Dec 11, 2023 Class A Common Stock 75K $0.16 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The option exercise and sale of Class A Common Stock of the issuer was executed pursuant to a Rule 10b5-1 plan entered into by the Reporting Person on September 11, 2023.
F2 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.04 to $2.17, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4
F3 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 17, 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.
F4 Reflects options granted on March 1, 2021 that will vest 25% on the first anniversary of the grant date and continue to vest in equal monthly installments over the following 36 months, subject to the Reporting Person's continued service on the vesting date.