Kodiak AI, Inc. (KDK) received an amended Schedule 13G (Amendment No. 3) from Westchester Capital Management, LLC, Virtus Investment Advisers, LLC, and The Merger Fund reporting 0 shares and 0% beneficial ownership of the company’s common stock. The reported Date of Event is 09/30/2025.
Each reporting person lists no voting or dispositive power over any shares. As context, shares outstanding were 181,207,392 as of September 24, 2025, as reported by the issuer. The filers classify as investment advisers (IA) and an investment company (IV) and certify the securities were held in the ordinary course and not to change or influence control.
Positive
None.
Negative
None.
FAQ
What did Westchester, Virtus, and The Merger Fund report for KDK?
They filed an amended Schedule 13G showing 0 shares and 0% beneficial ownership of Kodiak AI common stock.
What is the date of the event for this 13G/A on KDK?
The filing lists a Date of Event of 09/30/2025.
How many Kodiak AI shares were outstanding for context?
Shares outstanding were 181,207,392 as of September 24, 2025, per the issuer’s report.
Do the reporting persons have voting or dispositive power?
Each reports 0 sole and 0 shared voting and dispositive power.
What are the filer classifications in this 13G/A?
Westchester and Virtus are IA (investment advisers); The Merger Fund is IV.
What certification accompanies this filing?
They certify the securities were acquired and held in the ordinary course and not to change or influence control.
Which security class does this filing cover for KDK?
It covers common stock, $0.0001 par value, CUSIP 500081104.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Kodiak AI, Inc.
(Name of Issuer)
Common stock, $0.0001 par value per share
(Title of Class of Securities)
500081104
(CUSIP Number)
09/30/2025
(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.
500081104
1
Names of Reporting Persons
Westchester Capital 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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: * Based on 181,207,392 Shares outstanding as of September 24, 2025, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 30, 2025.
SCHEDULE 13G
CUSIP No.
500081104
1
Names of Reporting Persons
Virtus Investment Advisers, 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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: * Based on 181,207,392 Shares outstanding as of September 24, 2025, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 30, 2025.
The amounts reported on this page are also included in the amounts reported by Westchester Capital Management, LLC on this Schedule 13G.
SCHEDULE 13G
CUSIP No.
500081104
1
Names of Reporting Persons
The Merger Fund
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
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
IV
Comment for Type of Reporting Person: * Based on 181,207,392 Shares outstanding as of September 24, 2025, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 30, 2025.
The amounts reported on this page are also included in the amounts reported by Virtus Investment Advisers, LLC on this Schedule 13G.
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 being filed jointly by the following (each, a "Reporting Person," and collectively, the "Reporting Persons"): Westchester Capital Management, LLC ("Westchester"), a Delaware limited liability company, Virtus Investment Advisers, LLC ("Virtus"), a Delaware limited liability company, and The Merger Fund ("MF"), a Massachusetts business trust.
Virtus, a registered investment adviser, serves as the investment adviser to MF and Virtus Westchester Credit Event Fund ("CEF"). Westchester, a registered investment adviser, serves as sub-advisor to each of MF, CEF and JNL Multi-Manager Alternative Fund ("JARB" together with MF and CEF, the "Funds"). The Funds directly hold Ordinary Shares of the Company for the benefit of the investors in those Funds. Mr. Roy Behren and Mr. Michael T. Shannon each serve as Co-Presidents of Westchester.
(b)
Address or principal business office or, if none, residence:
Westchester Capital Management, LLC
100 Summit Lake Drive, Valhalla, NY 10595
Virtus Investment Advisers, LLC
One Financial Plaza, Hartford, CT 06103
The Merger Fund
101 Munson Street, Greenfield, MA 01301-9683
(c)
Citizenship:
Each of Westchester and Virtus are organized under the laws of the State of Delaware. MF is organized under the laws of the State of Massachusetts.
(d)
Title of class of securities:
Common stock, $0.0001 par value 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:
Westchester Capital Management, LLC: 0
Virtus Investment Advisers, LLC: 0
The Merger Fund: 0
(b)
Percent of class:
Westchester Capital Management, LLC: 0.0%
Virtus Investment Advisers, LLC: 0.0%
The Merger Fund: 0.0%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Westchester Capital Management, LLC: 0
Virtus Investment Advisers, LLC: 0
The Merger Fund: 0
(ii) Shared power to vote or to direct the vote:
Westchester Capital Management, LLC: 0
Virtus Investment Advisers, LLC: 0
The Merger Fund: 0
(iii) Sole power to dispose or to direct the disposition of:
Westchester Capital Management, LLC: 0
Virtus Investment Advisers, LLC: 0
The Merger Fund: 0
(iv) Shared power to dispose or to direct the disposition of:
Westchester Capital Management, LLC: 0
Virtus Investment Advisers, LLC: 0
The Merger Fund: 0
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 acquired and are held in the ordinary course of business and 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.
Westchester Capital Management, LLC
Signature:
/s/ CaSaundra Wu
Name/Title:
CaSaundra Wu, Chief Compliance Officer
Date:
11/14/2025
Virtus Investment Advisers, LLC
Signature:
/s/ Chetram Persaud
Name/Title:
Chetram Persaud, Chief Compliance Officer
Date:
11/14/2025
The Merger Fund
Signature:
/s/ Daphne Chisolm
Name/Title:
Daphne Chisolm, Vice President, Counsel and Assistant Secretary
