Faraday Future entities report convertible rights for up to 3.9% of Class A shares

Rhea-AI Filing Summary

Faraday Future Intelligent Electric Inc. reporting persons disclosed potential ownership interests in Class A common stock arising from warrants and convertible debt. FF Vitality Ventures LLC can acquire 3,397,339 shares (about 3.4% of the class), FF Simplicity Ventures LLC can acquire 525,650 shares (about 0.5%), and ATW Partners Opportunities Management, LLC (and two individuals identified as managing members) report shared voting and dispositive power over 3,923,098 shares (about 3.9% of the class).

The reported share amounts represent the approximate number of shares the FF entities "can acquire within sixty (60) days" through conversion or exercise of certain warrants and convertible debt. ATW Partners serves as investment manager to the FF entities and two managing members are identified as having shared voting/dispositive power; the filers disclaim beneficial ownership except to the extent of any pecuniary interest and certify the securities were not acquired to change or influence control of the issuer.

Positive

• Transparent disclosure of share counts and the fact that holdings stem from warrants and convertible debt, aiding fully diluted calculations
• Clear identification of the investment manager (ATW Partners) and managing members, which clarifies who holds shared voting and dispositive power

Negative

• None.

Insights

Financial Analyst

TL;DR Holdings disclosed are small, derived from convertible instruments, and likely neutral to current valuation absent further purchases.

The filing shows convertible instruments that would translate into up to 3.9% of Class A stock for the largest reporting grouping, with other FF entities representing 3.4% and 0.5%. These amounts are below common 5% reporting thresholds for material influence; therefore the immediate market impact is likely limited. The disclosure clarifies the source of potential dilution (warrants/convertible debt) which is important for calculating fully diluted share counts and understanding potential future supply pressure if exercised.

Corporate Governance Expert

TL;DR Shared voting/dispositive power is disclosed; filers assert no intent to change control, indicating governance risk appears limited.

The statement identifies ATW Partners as investment manager and names two managing members with shared voting and dispositive power over the reported shares. The reporting persons expressly disclaim beneficial ownership except for pecuniary interest and certify the holdings were not acquired to influence control. From a governance perspective, transparent disclosure of relationships and shared powers reduces uncertainty, but investors should note the reported shared powers exist even if formal control is disclaimed.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Faraday Future Intelligent Electric Inc.

(Name of Issuer)

Class A Common Stock, par value $0.0001

(Title of Class of Securities)

307359885

(CUSIP Number)

06/30/2025

(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. 307359885

1

Names of Reporting Persons

FF Adventures SPV XVIII 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 109.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 109.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

109.00

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)

0.0 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a).

SCHEDULE 13G

CUSIP No. 307359885

1

Names of Reporting Persons

FF Vitality Ventures 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 3,397,339.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,397,339.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,397,339.00

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)

3.4 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a).

SCHEDULE 13G

CUSIP No. 307359885

1

Names of Reporting Persons

FF Simplicity Ventures 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 525,650.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 525,650.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

525,650.00

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)

0.5 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a).

SCHEDULE 13G

CUSIP No. 307359885

1

Names of Reporting Persons

ATW Partners Opportunities 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 3,923,098.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,923,098.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,923,098.00

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)

3.9 %

12

Type of Reporting Person (See Instructions)

IA, OO

Comment for Type of Reporting Person: Please see note in Item 4(a).

SCHEDULE 13G

CUSIP No. 307359885

1

Names of Reporting Persons

Antonio Ruiz-Gimenez

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

SPAIN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,923,098.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,923,098.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,923,098.00

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)

3.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Please see note in Item 4(a).

SCHEDULE 13G

CUSIP No. 307359885

1

Names of Reporting Persons

Kerry Propper

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 3,923,098.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,923,098.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,923,098.00

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)

3.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Please see note in Item 4(a).

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Faraday Future Intelligent Electric Inc.
(b)	Address of issuer's principal executive offices: 18455 S. Figueroa Street Gardena, CA 90248
Item 2.
(a)	Name of person filing: FF Adventures SPV XVIII LLC* FF Vitality Ventures LLC* FF Simplicity Ventures LLC* ATW Partners Opportunities Management, LLC* Antonio Ruiz-Gimenez* Kerry Propper*
(b)	Address or principal business office or, if none, residence: 1 Pennsylvania Plaza, Suite 4810 New York, New York 10119
(c)	Citizenship: FF Adventures SPV XVIII LLC - Delaware FF Vitality Ventures LLC - Delaware FF Simplicity Ventures LLC - Delaware ATW Partners Opportunities Management, LLC - Delaware Antonio Ruiz-Gimenez - Spain Kerry Propper - United States
(d)	Title of class of securities: Class A Common Stock, par value $0.0001
(e)	CUSIP No.: 307359885
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: FF Adventures SPV XVIII LLC - 109* FF Vitality Ventures LLC - 3,397,339* FF Simplicity Ventures LLC - 525,650* ATW Partners Opportunities Management, LLC - 3,923,098* Antonio Ruiz-Gimenez - 3,923,098* Kerry Propper - 3,923,098* *The Class A Common Stock (the "Shares") of Faraday Future Intelligent Electric Inc. (the "Issuer") reported herein represents the approximate number of Shares which FF Adventures SPV XVIII LLC, FF Vitality Ventures LLC, and FF Simplicity Ventures LLC (each an "FF Entity," collectively the "FF Entities") can acquire within sixty (60) days through the conversion and/or exercise of certain warrants and convertible debt as of June 30, 2025. ATW Partners Opportunities Management, LLC (the "Adviser") serves as the investment manager to the FF Entities. Antonio Ruiz-Gimenez and Kerry Propper serve as the managing members of the Adviser (the "Managing Members," and collectively with each FF Entity and the Adviser, the "Reporting Persons"). By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares owned by the FF Entities. The percent of class reported herein is based upon statements in the Issuer's Form 10-Q filed on May 9, 2025 plus the approximate total number of Shares that the Reporting Persons can acquire upon the conversion and/or exercise of warrants and/or convertible debt in accordance with Rule 13d-3(d)(1)(i) under the Securities Exchange Act of 1934. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares reported herein except to the extent of the Reporting Person's pecuniary interest, if any, therein.
(b)	Percent of class: FF Adventures SPV XVIII LLC - 0.0%* FF Vitality Ventures LLC - 3.4%* FF Simplicity Ventures LLC - 0.5%* ATW Partners Opportunities Management, LLC - 3.9%* Antonio Ruiz-Gimenez - 3.9%* Kerry Propper - 3.9%*
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: FF Adventures SPV XVIII LLC - 0 FF Vitality Ventures LLC - 0 FF Simplicity Ventures LLC - 0 ATW Partners Opportunities Management, LLC - 0 Antonio Ruiz-Gimenez - 0 Kerry Propper - 0
	(ii) Shared power to vote or to direct the vote: FF Adventures SPV XVIII LLC - 109* FF Vitality Ventures LLC - 3,397,339* FF Simplicity Ventures LLC - 525,650* ATW Partners Opportunities Management, LLC - 3,923,098* Antonio Ruiz-Gimenez - 3,923,098* Kerry Propper - 3,923,098*
	(iii) Sole power to dispose or to direct the disposition of: FF Adventures SPV XVIII LLC - 0 FF Vitality Ventures LLC - 0 FF Simplicity Ventures LLC - 0 ATW Partners Opportunities Management, LLC - 0 Antonio Ruiz-Gimenez - 0 Kerry Propper - 0
	(iv) Shared power to dispose or to direct the disposition of: FF Adventures SPV XVIII LLC - 109* FF Vitality Ventures LLC - 3,397,339* FF Simplicity Ventures LLC - 525,650* ATW Partners Opportunities Management, LLC - 3,923,098* Antonio Ruiz-Gimenez - 3,923,098* Kerry Propper - 3,923,098*
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
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.

FF Adventures SPV XVIII LLC

Signature:	/s/ Kerry Propper
Name/Title:	Kerry Propper, a Managing Member of its Manager
Date:	08/14/2025

FF Vitality Ventures LLC

Signature:	/s/ Kerry Propper
Name/Title:	Kerry Propper, a Managing Member of its Manager
Date:	08/14/2025

FF Simplicity Ventures LLC

Signature:	/s/ Kerry Propper
Name/Title:	Kerry Propper, a Managing Member of its Manager
Date:	08/14/2025

ATW Partners Opportunities Management, LLC

Signature:	/s/ Kerry Propper
Name/Title:	Kerry Propper, Managing Member
Date:	08/14/2025

Antonio Ruiz-Gimenez

Signature:	/s/ Antonio Ruiz-Gimenez
Name/Title:	Individually
Date:	08/14/2025

Kerry Propper

Signature:	/s/ Kerry Propper
Name/Title:	Individually
Date:	08/14/2025

Exhibit Information

Exhibit I - JOINT FILING STATEMENT

FAQ

How many Faraday Future (FFIEW) Class A shares do the reporting persons disclose they can acquire?

The filing reports potential acquisition of 3,923,098 shares by the ATW/managed group, 3,397,339 by FF Vitality Ventures LLC, and 525,650 by FF Simplicity Ventures LLC.

What percentage of FFIEW's Class A stock do these amounts represent?

The reported percentages are approximately 3.9% for the ATW/managed grouping, 3.4% for FF Vitality Ventures LLC, and 0.5% for FF Simplicity Ventures LLC.

How can the reporting persons acquire these shares?

The amounts represent shares the FF entities can acquire within sixty (60) days through the conversion and/or exercise of certain warrants and convertible debt.

Who manages the FF entities and holds the reported shared powers?

ATW Partners Opportunities Management, LLC serves as investment manager to the FF entities and two managing members, Antonio Ruiz-Gimenez and Kerry Propper, are identified with shared voting and dispositive power.

Does the filing indicate an intent to change or influence control of Faraday Future (FFIEW)?

No. The reporting persons certify the securities were not acquired and are not held for the purpose of changing or influencing control of the issuer.