Kodiak AI, Inc. received a joint Schedule 13G filing reporting that Soros Fund Management LLC and George Soros together beneficially own 9,967,978 shares of the company’s common stock, representing 5.7% of the outstanding class based on 174,957,392 shares used in the filer’s calculation. The shares are held for accounts including Quantum Partners and other funds for which SFM LLC serves as investment manager and has investment discretion. The filing states the holdings were not acquired to change or influence control of the issuer and notes that Quantum Partners has the right to receive dividends or sale proceeds for over 5% of the class.
Positive
Reporting persons hold a material 5.7% stake (9,967,978 shares), which is a clear disclosure of a notable minority position
SFM LLC has investment discretion over the Accounts holding the shares, clarifying the manager-client relationship and voting/dispositive power
Negative
None.
Insights
TL;DR: A well-known investment manager discloses a meaningful minority stake (5.7%) in Kodiak AI with voting and dispositive power shared.
The filing shows Soros Fund Management LLC and George Soros report shared voting and dispositive power over 9,967,978 shares, equal to 5.7% of the class using the filer’s outstanding-share basis. For investors, a >5% disclosure signals a notable position size that may affect liquidity and shareholder composition, but the certification that the stake is not for control suggests passive/strategic investment intent rather than an activist posture.
TL;DR: Reporting documents centralized voting/dispositive authority via an investment manager while disclaiming intent to influence control.
The Schedule 13G identifies SFM LLC as the investment manager with discretion over the Accounts and George Soros as having replacement authority over the manager, explaining the shared power entries. The filing’s explicit certification that the securities were not acquired to influence control is consistent with Schedule 13G reporting and indicates the filer treats the position as non-activist. This is material for governance monitoring but does not on its face signal imminent governance actions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Kodiak AI, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
500081104
(CUSIP Number)
09/24/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
500081104
1
Names of Reporting Persons
SOROS FUND MANAGEMENT LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
9,967,978.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
9,967,978.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,967,978.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.7 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
500081104
1
Names of Reporting Persons
GEORGE SOROS
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
9,967,978.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
9,967,978.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,967,978.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.7 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Kodiak AI, Inc.
(b)
Address of issuer's principal executive offices:
1049 Terra Bella Avenue, Mountain View, California 94043
Item 2.
(a)
Name of person filing:
This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"):
(i) Soros Fund Management LLC ("SFM LLC"); and
(ii) George Soros.
This statement relates to shares of common stock, par value $0.0001 per share ("Common Stock"), of Kodiak AI, Inc., a Delaware corporation (the "Company"), held for the accounts of Quantum Partners LP, a Cayman Islands exempted limited partnership ("Quantum Partners"), and certain other funds/accounts (the "Other Funds/Accounts" and, together with Quantum Partners, the "Accounts"). SFM LLC serves as investment manager to the Accounts. As such, SFM LLC has been granted investment discretion over portfolio investments, including the shares of Common Stock, held for the Accounts. George Soros serves as Chairman of SFM LLC and has sole discretion to replace FPR Manager LLC, the Manager of SFM LLC.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 250 West 55th Street, 29th Floor, New York, NY 10019.
(c)
Citizenship:
(i) SFM LLC is a Delaware limited liability company; and
(ii) George Soros is a citizen of the United States.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
500081104
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentages set forth herein are calculated based upon 174,957,392 shares of Common Stock outstanding which is based on 181,207,392 shares of Common Stock outstanding minus 6,250,000 sponsor earnout shares which are subject to vesting, each as reported by the Company in the Current Report on Form 8-K filed with the Securities and Exchange Commission on September 30, 2025.
(b)
Percent of class:
5.7%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Accounts have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein. Quantum Partners has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the shares of Common Stock.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
SOROS FUND MANAGEMENT LLC
Signature:
/s/ John DeSisto
Name/Title:
John DeSisto, Assistant General Counsel
Date:
10/01/2025
GEORGE SOROS
Signature:
/s/ John DeSisto
Name/Title:
John DeSisto, Attorney-in-Fact
Date:
10/01/2025
Exhibit Information
Exhibit 99.1: Joint Filing Agreement
Exhibit 99.2: Power of Attorney
