[Form 3] Ares Acquisition Corp II Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

AAC II Holdings II LP filed an initial Form 3 reporting beneficial ownership of 3,591,627 shares of Kodiak AI, Inc. (KDK) common stock. The filing, dated an event on 09/24/2025 and signed 10/03/2025, lists the reporting person as a Director and a 10% owner of the issuer. The form states that AAC II Holdings II LP is managed by affiliates of Ares Management Corporation, names the related Ares entities and their governing relationships, and includes a customary disclaimer that certain Ares entities and individuals disclaim beneficial ownership except for any pecuniary interest. The filing contains no derivative securities and reports only the stated direct holding.

Positive

• 3,591,627 shares directly reported in Kodiak AI (KDK)
• Reporting person identified as both a Director and a 10% owner
• Filing discloses Ares-related management structure and addresses potential control relationships

Negative

• None.

Insights

Corporate Governance Specialist

Initial Section 16 filing shows a significant direct stake and director role.

The Form 3 reports a direct beneficial ownership of 3,591,627 common shares in Kodiak AI (KDK) and identifies the reporting entity as a Director and 10% owner, which establishes reportable insider status under Section 16.

The filing also discloses the ownership and management chain linking AAC II Holdings II LP to affiliates of Ares Management Corporation, and includes the standard disclaimer that related Ares entities and individuals do not claim beneficial ownership beyond any pecuniary interest. This clarifies control relationships without asserting additional ownership claims.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

AAC II Holdings II LP

(Last) (First) (Middle)

C/O ARES MANAGEMENT LLC

245 PARK AVENUE, 44TH FLOOR

(Street)

NEW YORK NY 10167

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/24/2025

3. Issuer Name and Ticker or Trading Symbol
Kodiak AI, Inc. [ KDK ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,591,627	D(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. AAC II Holdings II LP is a Delaware limited partnership managed by affiliates of Ares Management Corporation ("Ares"). Ares Holdings L.P. is the general partner of AAC II Holdings II LP. Ares Holdings L.P. is an indirect subsidiary of Ares. Ares Management GP LLC ("Ares Management GP") is the sole holder of the Class B common stock, $0.01 par value per share, of Ares (the "Ares Class B Common Stock") and Ares Voting LLC ("Ares Voting") is the sole holder of the Class C common stock, $0.01 par value per share, of Ares (the "Ares Class C Common Stock").

2. (Continued from Footnote 1) Pursuant to Ares's Certificate of Incorporation, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners Holdco LLC ("Ares Partners"). Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over decisions of the Board Members.

3. (Continued from Footnote 2) Each of Ares Partners, Ares Management GP and Ares Voting (collectively, the "Ares Entities"), and the members of Ares Partners' board of managers and the other directors, officers, partners, stockholders, members and managers of the Ares Entities expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this Form 3 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.

4. (Continued from Footnote 3) The address of each Ares Entity is 1800 Avenue of the Stars, Suite 1400, Los Angeles, CA 90067.

	/s/Anton Feingold, as Authorized Signatory	10/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did AAC II Holdings II LP report for KDK on Form 3?

It reported direct ownership of 3,591,627 shares of Kodiak AI (KDK) common stock and identified the reporting person as a Director and 10% owner.

What date is the event requiring the Form 3 disclosure?

The event date shown on the form is 09/24/2025 and the form is signed on 10/03/2025.

Are any derivative securities reported in this Form 3 for KDK?

No. The filing lists only non-derivative common stock holdings and reports no derivative securities.

Who manages AAC II Holdings II LP according to the filing?

The filing states AAC II Holdings II LP is managed by affiliates of Ares Management Corporation and describes related Ares entities and their governance.

Does the filing assert that Ares entities beneficially own the reported shares?

No. The filing includes a disclaimer that the Ares entities and certain individuals expressly disclaim beneficial ownership except to the extent of any pecuniary interest.