Kodiak AI (KDK) CTO receives 434,056 RSUs with quarterly vesting

Rhea-AI Filing Summary

Wendel Andreas reported acquisition or exercise transactions in this Form 4 filing.

Kodiak AI, Inc. reported that Chief Technology Officer Andreas Wendel received an equity award of 434,056 shares of Common Stock, recorded as a grant or award at a price of $0.00 per share. Footnotes explain these securities are restricted stock units (RSUs), each representing the right to receive one share of Common Stock.

The vesting schedule provides that one-eighth of the RSUs vests on the first Quarterly Vesting Date on or after six months from the vesting commencement date, then one-sixteenth vests on each of the next fourteen Quarterly Vesting Dates (March 10, May 15, August 15, and November 15), subject to continued service. Following this award, Wendel’s reported direct holdings total 4,739,629 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Wendel Andreas

Role Chief Technology Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	434,056	$0.00	--

Holdings After Transaction: Common Stock — 4,739,629 shares (Direct, null)

Footnotes (1)

1. These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock One-eighth (1/8th) of the total number of RSUs subject to the Award will be scheduled to vest on the first Quarterly Vesting Date (as defined below) on or immediately following the date that is six (6) months following the Vesting Commencement Date (such first vesting date, the First Vesting Date), and thereafter, one-sixteenth (1/16th) of the total number of RSUs subject to the Award will be scheduled to vest on each of the next fourteen (14) consecutive Quarterly Vesting Dates that occur after the First Vesting Date, in each case subject to the Participant continuing to be a Service Provider through the applicable vesting date. Quarterly Vesting Dates means March 10, May 15, August 15, and November 15.

Key Figures

RSU grant size: 434,056 shares Grant price: $0.00 per share Holdings after transaction: 4,739,629 shares +2 more

5 metrics

RSU grant size 434,056 shares Restricted stock unit award to CTO

Grant price $0.00 per share Reported transaction price for RSU-related Common Stock

Holdings after transaction 4,739,629 shares Total direct holdings following the award

Initial vesting fraction 1/8 of RSUs Vests on first Quarterly Vesting Date after six months

Subsequent vesting fraction 1/16 of RSUs Vests on each of next 14 Quarterly Vesting Dates

Key Terms

restricted stock units ("RSUs"), Quarterly Vesting Dates, Vesting Commencement Date

3 terms

restricted stock units ("RSUs") financial

"These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Quarterly Vesting Dates financial

"Quarterly Vesting Dates means March 10, May 15, August 15, and November 15."

Vesting Commencement Date financial

"on or immediately following the date that is six (6) months following the Vesting Commencement Date"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:42 PM Accepted by SEC EDGAR 07/02/2026 - 04:41 PM Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wendel Andreas

(Last) (First) (Middle)

C/O KODIAK AI, INC.

1049 TERRA BELLA AVENUE

(Street)

MOUNTAIN VIEW CALIFORNIA 94043

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/01/2026		A		434,056(1)(2)	A	$0	4,739,629	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock

2. One-eighth (1/8th) of the total number of RSUs subject to the Award will be scheduled to vest on the first Quarterly Vesting Date (as defined below) on or immediately following the date that is six (6) months following the Vesting Commencement Date (such first vesting date, the First Vesting Date), and thereafter, one-sixteenth (1/16th) of the total number of RSUs subject to the Award will be scheduled to vest on each of the next fourteen (14) consecutive Quarterly Vesting Dates that occur after the First Vesting Date, in each case subject to the Participant continuing to be a Service Provider through the applicable vesting date. Quarterly Vesting Dates means March 10, May 15, August 15, and November 15.

Remarks:

	/s/ Bobby Brown, by power of attorney	07/02/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Kodiak AI (KDK) disclose about Andreas Wendel in this Form 4?

Kodiak AI disclosed that Chief Technology Officer Andreas Wendel received a grant of 434,056 shares of Common Stock as an equity award. The transaction was reported as a non-derivative acquisition with a price of $0.00 per share, reflecting compensation rather than a market purchase.

How many RSUs did Kodiak AI (KDK) grant to its CTO Andreas Wendel?

Kodiak AI granted Andreas Wendel 434,056 restricted stock units (RSUs), each representing a contingent right to one share of Common Stock. This award is structured as part of his compensation package and vests over time based on a defined quarterly vesting schedule and continued service.

What is the vesting schedule for Andreas Wendel’s Kodiak AI (KDK) RSU grant?

One-eighth of the total RSUs vests on the first Quarterly Vesting Date on or after six months from the vesting commencement date. Then one-sixteenth vests on each of the next fourteen Quarterly Vesting Dates—March 10, May 15, August 15, and November 15—subject to continued service.

What are Andreas Wendel’s reported holdings in Kodiak AI (KDK) after this grant?

After the reported grant, Andreas Wendel’s total direct holdings are shown as 4,739,629 shares of Kodiak AI Common Stock. This figure reflects his position following the RSU-related acquisition disclosed in the Form 4, as reported in the non-derivative holdings table.

Did Andreas Wendel buy or sell Kodiak AI (KDK) shares in the market?

The Form 4 shows a grant or award acquisition, not an open-market trade. Wendel received 434,056 RSUs at a reported price of $0.00 per share as compensation, so there was no market purchase or sale involved in this specific transaction.