Welcome to our dedicated page for Ares Acquisition II-A SEC filings (Ticker: AACT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings associated with Ares Acquisition Corporation II (AACT) and the successor public company Kodiak AI, Inc. provide a detailed record of the SPAC business combination and the evolution of the combined entity’s capital structure. AACT’s role as a special purpose acquisition company is documented in the registration statement on Form S-4, which includes a proxy statement/prospectus for AACT shareholders and a prospectus for the securities of the combined company.
After the merger closed, Kodiak AI, Inc. became the SEC registrant, with its common stock listed on The Nasdaq Stock Market LLC under the symbol KDK. Current reports on Form 8-K and amendments on Form 8-K/A describe key events such as the consummation of the business combination, warrant adjustments that changed the exercise price and redemption trigger price of public and private placement warrants, and the entry into a senior secured term loan facility. These filings also explain how certain capital raising transactions in connection with the business combination triggered adjustments under the warrant agreement.
Registration statements on Form S-1/A for Kodiak AI, Inc. register common stock and warrants and include extensive disclosures about the company’s business, risk factors, and financial statements. Additional 8-K filings report financial results for specific periods, with press releases furnished as exhibits, and describe material definitive agreements such as venture loan and security agreements and the termination of prior debt arrangements.
On Stock Titan’s SEC filings page, users can access these documents as they appear on EDGAR and take advantage of AI-powered summaries that explain the significance of each filing. This includes highlighting how the SPAC structure of AACT transitioned into an operating public company under the KDK ticker, outlining changes to security holders’ rights, and clarifying the impact of new debt facilities and warrant adjustments on the company’s capital structure.
Kodiak AI, Inc. filed Amendment No. 2 to its Form 8-K to provide updated unaudited pro forma condensed combined financial information following the consummation of the business combination between Ares Acquisition Corporation II and Kodiak Robotics, Inc.
The update incorporates the Company’s financial results for the quarter ended September 30, 2025 and presents pro forma information for the nine months ended September 30, 2025 and for the year ended December 31, 2024, as set forth in Exhibit 99.1. The company stated that, aside from these pro forma updates, no other information from the prior 8-K filings is amended.
Kodiak AI’s securities are listed on Nasdaq under common stock ticker KDK and redeemable warrants ticker KDKRW, with each warrant exercisable for one share at an exercise price of $9.28.
Kodiak AI, Inc. filed Amendment No. 2 to its Form 8-K to provide updated unaudited pro forma condensed combined financial information following the consummation of the business combination between Ares Acquisition Corporation II and Kodiak Robotics, Inc.
The update incorporates the Company’s financial results for the quarter ended September 30, 2025 and presents pro forma information for the nine months ended September 30, 2025 and for the year ended December 31, 2024, as set forth in Exhibit 99.1. The company stated that, aside from these pro forma updates, no other information from the prior 8-K filings is amended.
Kodiak AI’s securities are listed on Nasdaq under common stock ticker KDK and redeemable warrants ticker KDKRW, with each warrant exercisable for one share at an exercise price of $9.28.
Kodiak AI, Inc. filed Amendment No. 1 to Form S-1 to register 184,793,176 shares of Common Stock for resale and 14,300,000 warrants. The filing also covers primary issuances of shares upon conversion of Series A Preferred Stock, exercise of various warrants, and potential earn-out issuances, and the resale of 58,259,206 shares and 14,300,000 Private Placement Warrants by selling securityholders.
The company will not receive proceeds from resales. It would receive cash only if warrants are exercised. Public and Private Placement Warrants are exercisable at $9.28 per share; PIPE and Non-Redemption Agreement Warrants at $12.00 initially, each with potential exercise-price resets tied to volume-weighted averages on specified 2026 dates. Kodiak’s Common Stock closed at $7.37 on November 6, 2025. As context, shares outstanding were 181,207,392 as of November 6, 2025; selling securityholders may sell up to about 58.5% of issued and outstanding shares, with 84,618,152 of those subject to lock-up restrictions.
Kodiak AI, Inc. filed Amendment No. 1 to Form S-1 to register 184,793,176 shares of Common Stock for resale and 14,300,000 warrants. The filing also covers primary issuances of shares upon conversion of Series A Preferred Stock, exercise of various warrants, and potential earn-out issuances, and the resale of 58,259,206 shares and 14,300,000 Private Placement Warrants by selling securityholders.
The company will not receive proceeds from resales. It would receive cash only if warrants are exercised. Public and Private Placement Warrants are exercisable at $9.28 per share; PIPE and Non-Redemption Agreement Warrants at $12.00 initially, each with potential exercise-price resets tied to volume-weighted averages on specified 2026 dates. Kodiak’s Common Stock closed at $7.37 on November 6, 2025. As context, shares outstanding were 181,207,392 as of November 6, 2025; selling securityholders may sell up to about 58.5% of issued and outstanding shares, with 84,618,152 of those subject to lock-up restrictions.
Kodiak AI, Inc. filed its Q3 2025 10‑Q reporting a significantly larger loss driven by financing and fair‑value items tied to its public listing. Revenue was $770 thousand, while operating expenses were $30.7 million, leading to a loss from operations of $29.97 million. After recognizing non‑operating charges — including losses on issuance of Series A preferred, common stock and warrants, and fair‑value changes on second‑lien loans and prior SAFEs — net loss reached $269.9 million for the quarter.
Cash and cash equivalents increased to $146.2 million as of September 30, 2025, supported by $145.0 million of Series A cumulative redeemable convertible preferred stock and proceeds from the reverse recapitalization with Ares Acquisition Corporation II. The company reported common stock warrants of $123.3 million as a liability and disclosed large Level 3 warrant and loan fair‑value measurements. Management states that recurring losses and expected cash needs raise substantial doubt about the company’s ability to continue as a going concern.
Kodiak AI, Inc. filed its Q3 2025 10‑Q reporting a significantly larger loss driven by financing and fair‑value items tied to its public listing. Revenue was $770 thousand, while operating expenses were $30.7 million, leading to a loss from operations of $29.97 million. After recognizing non‑operating charges — including losses on issuance of Series A preferred, common stock and warrants, and fair‑value changes on second‑lien loans and prior SAFEs — net loss reached $269.9 million for the quarter.
Cash and cash equivalents increased to $146.2 million as of September 30, 2025, supported by $145.0 million of Series A cumulative redeemable convertible preferred stock and proceeds from the reverse recapitalization with Ares Acquisition Corporation II. The company reported common stock warrants of $123.3 million as a liability and disclosed large Level 3 warrant and loan fair‑value measurements. Management states that recurring losses and expected cash needs raise substantial doubt about the company’s ability to continue as a going concern.
Kodiak AI, Inc. filed an 8‑K stating it furnished a press release announcing financial results for the period ended September 30, 2025. The release, dated November 12, 2025, is included as Exhibit 99.1 and incorporated by reference.
The company notes the information under Item 2.02, including Exhibit 99.1, is furnished and not deemed filed under Section 18 of the Exchange Act. Kodiak AI’s securities listed on Nasdaq include Class A common stock (symbol KDK) and redeemable warrants (symbol KDKRW) exercisable for one share at an exercise price of $9.28.
Kodiak AI, Inc. filed an 8‑K stating it furnished a press release announcing financial results for the period ended September 30, 2025. The release, dated November 12, 2025, is included as Exhibit 99.1 and incorporated by reference.
The company notes the information under Item 2.02, including Exhibit 99.1, is furnished and not deemed filed under Section 18 of the Exchange Act. Kodiak AI’s securities listed on Nasdaq include Class A common stock (symbol KDK) and redeemable warrants (symbol KDKRW) exercisable for one share at an exercise price of $9.28.
Kodiak AI, Inc. (KDK) received an amended Schedule 13G reporting changes in beneficial ownership by affiliates of Ares. Ares Acquisition Holdings II LP reports beneficial ownership of 26,800,000 securities, reflecting 12,500,000 shares of Common Stock and 14,300,000 private placement warrants exercisable at $11.50 per share that became exercisable on October 24, 2025, representing 13.7% of the class. The percentage is based on 181,207,392 shares outstanding as of September 24, 2025, as increased by the warrant shares.
AAC II Holdings II LP reports 3,591,627 shares, or 1.8% of the class. In aggregate, the Reporting Persons disclose 16,091,627 shares and 14,300,000 warrants, representing 15.5% of Kodiak AI’s Common Stock. The event date is September 30, 2025. Voting and dispositive power for each holder aligns with the reported share and warrant amounts.
Kodiak AI, Inc. (KDK) received an amended Schedule 13G reporting changes in beneficial ownership by affiliates of Ares. Ares Acquisition Holdings II LP reports beneficial ownership of 26,800,000 securities, reflecting 12,500,000 shares of Common Stock and 14,300,000 private placement warrants exercisable at $11.50 per share that became exercisable on October 24, 2025, representing 13.7% of the class. The percentage is based on 181,207,392 shares outstanding as of September 24, 2025, as increased by the warrant shares.
AAC II Holdings II LP reports 3,591,627 shares, or 1.8% of the class. In aggregate, the Reporting Persons disclose 16,091,627 shares and 14,300,000 warrants, representing 15.5% of Kodiak AI’s Common Stock. The event date is September 30, 2025. Voting and dispositive power for each holder aligns with the reported share and warrant amounts.
Kodiak AI, Inc. (KDK) received an amended Schedule 13G filing from ARK Investment Management LLC and Catherine D. Wood reporting beneficial ownership of 2,255,006 shares of common stock, representing 1.24% of the class.
ARK reports sole voting and dispositive power over 2,255,006 shares. Catherine D. Wood reports shared voting and dispositive power over 2,255,006 shares and no sole power. The filing is Amendment No. 1 with a date of event of 10/31/2025. The certification states the securities were acquired and are held in the ordinary course of business and not to change or influence control of the issuer.
Kodiak AI, Inc. (KDK) received an amended Schedule 13G filing from ARK Investment Management LLC and Catherine D. Wood reporting beneficial ownership of 2,255,006 shares of common stock, representing 1.24% of the class.
ARK reports sole voting and dispositive power over 2,255,006 shares. Catherine D. Wood reports shared voting and dispositive power over 2,255,006 shares and no sole power. The filing is Amendment No. 1 with a date of event of 10/31/2025. The certification states the securities were acquired and are held in the ordinary course of business and not to change or influence control of the issuer.
ARK Investment Management LLC and Catherine D. Wood disclosed a passive stake in Kodiak AI, Inc. (KDK) on a Schedule 13G. They report beneficial ownership of 919,593 shares of common stock, representing 5.11% of the class as of 09/30/2025.
ARK has sole voting and dispositive power over 919,593 shares. Catherine D. Wood is reported with shared voting and dispositive power over 919,593 shares and no sole power. The filing certifies the shares were acquired and are held in the ordinary course, not for the purpose of changing or influencing control. ARK notes no client has an interest over 5% in these securities except the ARK Autonomous Technology & Robotics ETF.
ARK Investment Management LLC and Catherine D. Wood disclosed a passive stake in Kodiak AI, Inc. (KDK) on a Schedule 13G. They report beneficial ownership of 919,593 shares of common stock, representing 5.11% of the class as of 09/30/2025.
ARK has sole voting and dispositive power over 919,593 shares. Catherine D. Wood is reported with shared voting and dispositive power over 919,593 shares and no sole power. The filing certifies the shares were acquired and are held in the ordinary course, not for the purpose of changing or influencing control. ARK notes no client has an interest over 5% in these securities except the ARK Autonomous Technology & Robotics ETF.
Kodiak AI, Inc. announced Warrant Adjustments to its outstanding warrants, effective after the close of trading on October 20, 2025. The Company notified holders on October 21, 2025, covering 24,999,990 publicly traded warrants and 14,300,000 private placement warrants, each exercisable for shares of common stock.
The adjustments were made under Section 4.3.2 of the Warrant Agreement following the business combination with Kodiak Robotics, Inc. and AAC II Merger Sub, Inc. The triggers included issuing equity at a Newly Issued Price of less than $9.20 per share, aggregate gross proceeds from such issuances representing more than 60% of total equity proceeds (net of redemptions), and a Market Value over a 20‑day period below $9.20 per share. The Market Value was determined to be $8.07 per share.
A Warrant Adjustment Notice dated October 21, 2025 was filed as Exhibit 99.1.
Kodiak AI, Inc. announced Warrant Adjustments to its outstanding warrants, effective after the close of trading on October 20, 2025. The Company notified holders on October 21, 2025, covering 24,999,990 publicly traded warrants and 14,300,000 private placement warrants, each exercisable for shares of common stock.
The adjustments were made under Section 4.3.2 of the Warrant Agreement following the business combination with Kodiak Robotics, Inc. and AAC II Merger Sub, Inc. The triggers included issuing equity at a Newly Issued Price of less than $9.20 per share, aggregate gross proceeds from such issuances representing more than 60% of total equity proceeds (net of redemptions), and a Market Value over a 20‑day period below $9.20 per share. The Market Value was determined to be $8.07 per share.
A Warrant Adjustment Notice dated October 21, 2025 was filed as Exhibit 99.1.
Ares Acquisition Corp II (now Kodiak AI, Inc.) filed an amendment to a Current Report to supply updated unaudited pro forma condensed combined financial information. The amendment incorporates revised preliminary valuations for the Preferred Stock, the PIPE Warrants, and the Non-Redemption Warrants and otherwise leaves the original report unchanged. The pro forma figures cover the six months ended June 30, 2025 and the year ended December 31, 2024. The filing also includes a cover page interactive Inline XBRL data file. The amendment is labeled as being filed solely to provide these updated pro forma financials and is signed by the company’s CEO, Don Burnette.
AACT filed an S-1 describing the completion of its business combination with Legacy Kodiak and the equity and warrant structure that supports the combined company. The filing discloses issuance of $145.0M of 9.99% Series A cumulative convertible preferred stock and related PIPE warrants, a $60.0M PIPE commitment, and registration of up to 315,862,437 shares that may be issued upon conversion of preferred stock, exercise of warrants, and earnout vesting. The document sets out earnout milestones that vest tranches of securities if the volume-weighted average price meets $18.00, $23.00, and $28.00 thresholds for specified sustained periods before September 24, 2029. It also describes adjustments to warrant and conversion prices tied to trailing volume-weighted average prices and lock-up restrictions that largely expire if the share price sustains $12.00 for 20 of 30 trading days beginning on or after February 21, 2026. The filing includes pro forma accounting notes, preliminary valuations for certain warrants, indebtedness under an equipment facility of $2.9M, and governance, compensation, and risk-factor disclosures relevant to commercialization of autonomous trucking technology.