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Polar Power co-CEO reports capped 9.99% ownership

A 19.99% ownership cap applies pending stockholder approval, while the reported amount reflects a 9.99% limitation.

(Moderate)

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Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

Polar Power, Inc. (POLA) reported that its Co-Chief Executive Officer, Chris Mayer, and CL Investment Group LLC have beneficial ownership of 478,281 common shares, representing 9.99%, with shared voting and dispositive authority. The amount reflects the maximum shares they may acquire within 60 days under a 9.99% beneficial ownership limitation; a 19.99% cap applies pending stockholder approval.

On August 5, 2026, CL Investment acquired 833 Series A preferred shares, with an aggregate stated value of $833,000, for $749,700, along with warrants for 227,182 common shares at $1.65 per share. On August 28, 2026, it acquired a convertible promissory note with $82,500 principal for $75,000. The board appointed Mayer Co-Chief Executive Officer effective October 6, 2026.

Filing Explained

The filing adds that CL Investment’s right to designate one director has been exercised: Lewis Wilks serves on Polar Power’s board. Co-CEO Chris Mayer’s remit includes fundraising and capital allocation, and he may participate in related decisions; the filers report no other present plans beyond the arrangements disclosed.

Beneficial ownership 478,281 shares Maximum shares the reporting persons may acquire within 60 days under the 9.99% beneficial ownership limitation
Beneficial ownership percentage 9.99% Percentage of the class reported by each reporting person
Series A Convertible Preferred Stock acquired 833 shares Acquired by CL Investment on August 5, 2026
Aggregate subscription amount $749,700 CL Investment's purchase of the preferred shares on August 5, 2026
Warrants to purchase common shares 227,182 shares Warrants acquired by CL Investment on August 5, 2026
Warrant exercise price $1.65 per share Exercise price for the warrants acquired on August 5, 2026
Convertible promissory note principal $82,500 Note acquired by CL Investment on August 28, 2026
Note consideration $75,000 Consideration paid by CL Investment on August 28, 2026
beneficial ownership limitation regulatory
"subject to a 9.99% beneficial ownership limitation"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
stated value financial
"aggregate stated value of $833,000"
Stated value is an accounting figure a company assigns to a share when the share has no par (legal) value; it becomes the portion of proceeds recorded as the company’s permanent capital for regulatory and bookkeeping purposes. It matters to investors because it affects the equity reported on the balance sheet and the legal limits on distributions or dividend payments, but it is not the market price — think of it as a record-keeping sticker price rather than what buyers actually pay.
convertible promissory note financial
"acquired a convertible promissory note"
A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.
exercise price financial
"at an exercise price of $1.65 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
volume-weighted average price financial
"lowest volume-weighted average price of the Common Stock"
Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many POLA shares do Chris Mayer and CL Investment Group report beneficially owning?

They report beneficial ownership of 478,281 common shares, or 9.99%, with shared voting and dispositive authority. The reported amount reflects the maximum shares they may acquire within 60 days under a 9.99% beneficial ownership limitation.

What securities did CL Investment buy from Polar Power, and for how much?

CL Investment acquired 833 Series A preferred shares for $749,700 on August 5, 2026, and warrants to purchase 227,182 common shares at $1.65 per share. On August 28, 2026, it acquired a convertible promissory note with $82,500 principal for $75,000.

What is Chris Mayer's role at Polar Power?

Polar Power's board appointed Chris Mayer Co-Chief Executive Officer effective October 6, 2026. In that role, he is responsible for corporate strategy and growth, consolidated financial performance, budgeting and profitability, fundraising, investor relations and capital markets, capital allocation and strategic investments, and Board communication.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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73102V105

(CUSIP Number)
Chris Mayer, c/o CL Investment
249 E. Gardena Boulevard,
Gardena, CA, 90248
(310) 830-9153

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
10/06/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Consists of securities held by CL Investment Group LLC ("CL Investment"), of which Chris Mayer is the managing member with voting and dispositive authority, consisting of (a) shares of Common Stock issuable upon conversion of 833 shares of Series A Convertible Preferred Stock (aggregate stated value of $833,000), convertible at 90% of the lowest volume-weighted average price of the Common Stock for the seven consecutive trading days preceding conversion, subject to a floor price; (b) 227,182 shares of Common Stock issuable upon exercise of warrants; and (c) shares of Common Stock issuable upon conversion of a convertible promissory note in the principal amount of $82,500, in each case subject to a 9.99% beneficial ownership limitation and a 19.99% cap pending stockholder approval. The amount reported in Row 11 reflects the maximum number of shares the Reporting Persons may acquire within 60 days giving effect to the 9.99% beneficial ownership limitation, and excludes shares issuable upon conversion or exercise in excess of such limitation. (2) Based on 3,851,684 shares of Common Stock of the Issuer outstanding as of August 17, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed on August 18, 2026, plus the shares of Common Stock issuable to the Reporting Persons as described in clause (1), in accordance with Rule 13d-3(d)(1)(i).


SCHEDULE 13D




Comment for Type of Reporting Person:
See footnotes (1) and (2) to the cover page of Chris Mayer, which are incorporated herein by reference.


SCHEDULE 13D


Chris Mayer
Signature:/s/ Chris Mayer
Name/Title:Chris Mayer, an Individual
Date:10/21/2026
CL Investment Group LLC
Signature:/s/ Chris Mayer
Name/Title:Chris Mayer, Managing Member, CL Investment Group LLC
Date:10/21/2026

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