| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Burnette Donald L. | Chief Executive Officer, Director | C/O KODIAK AI, INC., 1049 TERRA BELLA AVENUE, MOUNTAN VIEW | /s/ Bobby Brown, by power of attorney | 24 Sep 2025 | 0002080471 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | KDK | Common Stock | Award | +25.9M | 25.9M | 24 Sep 2025 | Direct | F1, F2 | |||
| transaction | KDK | Common Stock | Award | +1.39M | 1.39M | 24 Sep 2025 | See footnote | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | KDK | Stock Option (Right to buy) | Award | +1.02M | 1.02M | 24 Sep 2025 | Common Stock | 1.02M | $6.84 | Direct | F1, F4, F5 | |||
| transaction | KDK | Restricted Stock Units | Award | $0 | +1.02M | $0.00 | 1.02M | 24 Sep 2025 | Common Stock | 1.02M | Direct | F6, F7 |
| Id | Content |
|---|---|
| F1 | Consists of securities acquired in connection with the transactions consummated on September 24, 2025 pursuant to that certain Business Combination Agreement, dated April 14, 2025 (the "Business Combination Agreement"), by and among Kodiak AI, Inc. (f/k/a Ares Acquisition Corporation II) (the "Issuer"), AAC II Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Kodiak Robotics, Inc. ("Legacy Kodiak"), pursuant to which Merger Sub merged with and into Legacy Kodiak, with Legacy Kodiak as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination"). |
| F2 | In connection with the closing of the Business Combination, each share of Legacy Kodiak common stock ("Legacy Kodiak Common Stock"), issued and outstanding immediately prior to the effective time of the merger was, pursuant to the Business Combination Agreement, canceled and converted into the right to receive a number of shares of Common Stock of the Issuer (the ratio of such conversion, the "Common Stock Exchange Ratio"). |
| F3 | The shares are held by Citizens Trust Company of Delaware, Trustee of the Burnette Family Irrevocable Trust dated August 11, 2025. |
| F4 | 1/8th of the shares subject to the option vest on December 30, 2025 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date. |
| F5 | In connection with the closing of the Business Combination, each outstanding option to purchase shares of Legacy Kodiak Common Stock, whether vested or unvested, was exchanged for a comparable option to purchase that number of shares of Common Stock of the Issuer based on the Common Stock Exchange Ratio. The exercise price for each such option was also accordingly adjusted based on the Common Stock Exchange Ratio. |
| F6 | These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock. |
| F7 | The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (4) above. |