Michael Wiesinger - 24 Sep 2025 Form 4 Insider Report for Kodiak Al, Inc. (AACT)

Role
Chief Operating Officer
Signature
/s/ Bobby Brown, by power of attorney
Issuer symbol
AACT
Transactions as of
24 Sep 2025
Net transactions value
$0
Form type
4
Filing time
24 Sep 2025, 21:55:37 UTC
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Wiesinger Michael Chief Operating Officer C/O KODIAK AI, INC., 1049 TERRA BELLA AVENUE, MOUNTAIN VIEW /s/ Bobby Brown, by power of attorney 24 Sep 2025 0002080680
This filing has been restated, see here for the amended filing

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KDK Common Stock Award +178,740 178,740 24 Sep 2025 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 KDK Stock Option (Right to buy) Award +409,355 409,355 24 Sep 2025 Common Stock 409,355 $0.6794 Direct F1, F3, F4
transaction KDK Stock Option (Right to buy) Award +88,307 88,307 24 Sep 2025 Common Stock 88,307 $0.6794 Direct F1, F4, F5
transaction KDK Stock Option (Right to buy) Award +366,498 366,498 24 Sep 2025 Common Stock 366,498 $0.6794 Direct F1, F4, F6
transaction KDK Stock Option (Right to buy) Award +132,461 132,461 24 Sep 2025 Common Stock 132,461 $0.6794 Direct F1, F4, F7
transaction KDK Stock Option (Right to buy) Award +1,040,168 1,040,168 24 Sep 2025 Common Stock 1,040,168 $0.4680 Direct F1, F4, F8
transaction KDK Stock Option (Right to buy) Award +428,629 428,629 24 Sep 2025 Common Stock 428,629 $6.84 Direct F1, F4, F9
transaction KDK Restricted Stock Units Award $0 +409,355 $0.000000 409,355 24 Sep 2025 Common Stock 409,355 Direct F10, F11
transaction KDK Restricted Stock Units Award $0 +88,307 $0.000000 88,307 24 Sep 2025 Common Stock 88,307 Direct F10, F11, F12
transaction KDK Restricted Stock Units Award $0 +366,498 $0.000000 366,498 24 Sep 2025 Common Stock 366,498 Direct F10, F13
transaction KDK Restricted Stock Units Award $0 +132,461 $0.000000 132,461 24 Sep 2025 Common Stock 132,461 Direct F10, F14
transaction KDK Restricted Stock Units Award $0 +1,040,168 $0.000000 1,040,168 24 Sep 2025 Common Stock 1,040,168 Direct F10, F15
transaction KDK Restricted Stock Units Award $0 +428,629 $0.000000 428,629 24 Sep 2025 Common Stock 428,629 Direct F10, F16
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

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 1/8th of the shares subject to the option vested on June 15, 2022 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.
F4 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.
F5 1/8th of the shares subject to the option vested on December 15, 2022 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.
F6 1/8th of the shares subject to the option vested on June 15, 2023 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.
F7 1/8th of the shares subject to the option vested on December 15, 2023 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.
F8 1/8th of the shares subject to the option vested on September 1, 2024 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.
F9 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.
F10 These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock.
F11 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 (3) above, subject to the Reporting Person continuing as a service provider through each such date.
F12 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 (5) above, subject to the Reporting Person continuing as a service provider through each such date.
F13 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 (6) above.
F14 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 (7) above.
F15 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 (8) above.
F16 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 (9) above.