UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2026
Commission file number: 001-42409
Pony AI Inc.
(Exact Name of Registrant as Specified in Its
Charter)
1301 Pearl Development Building
1 Mingzhu 1st Street, Hengli Town, Nansha District
Guangzhou, People’s Republic of China,
511458
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F
x Form 40-F ¨
EXHIBIT INDEX
| Exhibit No. |
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Description |
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| 99.1 |
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Announcement - Positive Profit Alert |
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Pony AI Inc. |
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| Date: February 4, 2026 |
By: |
/s/ Jun Peng |
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Name: Dr. Jun Peng |
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Title: Chairman of the Board, Chief Executive Officer |
Exhibit 99.1
Hong Kong Exchanges and Clearing Limited
and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to
its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the
whole or any part of the contents of this announcement.

Pony AI Inc.
小 馬 智 行 *
(A company controlled
through weighted voting rights and incorporated in the Cayman Islands with limited liability)
(Stock code: 2026)
POSITIVE PROFIT ALERT
REDUCTION IN LOSS
This announcement is made by Pony AI Inc.
(the “Company”, and together with its subsidiaries, the “Group”) pursuant to Rule 13.09(2) of the
Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and the
Inside Information Provisions (as defined under the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571
of the Laws of Hong Kong).
The board of directors of the Company
(the “Board”) wishes to inform the shareholders of the Company (the “Shareholders”) and potential
investors that, based on a preliminary assessment of the unaudited consolidated management accounts of the Group for the year ended December
31, 2025 (the “Reporting Period”) and information currently available, the Group is expected to record (i) a net loss
ranging from approximately USD69.0 million to USD86.0 million during the Reporting Period, compared with a net loss of USD275.0 million
for the year ended December 31, 2024, and (ii) a net loss attributable to Pony AI Inc. ranging from approximately USD126.0 million to
USD143.0 million during the Reporting Period, compared with a net loss attributable to Pony AI Inc. of USD274.1 million for the year ended
December 31, 2024. The decreases in net loss and net loss attributable to Pony AI Inc. were mainly attributable to the increase in the
gain on fair value change in investments in publicly traded companies during the Reporting Period. The future financial performance of
the Group may be subject to change due to, among others, the fluctuation of the price of publicly traded stocks held by the Group. The
Company would define non-GAAP financial measures by excluding the impact of the change in fair value of investments in publicly traded
companies for the Reporting Period.
The Board would like to remind the Shareholders
that the Company is in the process of finalising the annual results announcement of the Group for the year ended December 31, 2025. The
information contained in this announcement is only based on the preliminary review of the unaudited consolidated management accounts of
the Group and information currently available to the Board, which has not been reviewed or audited by the Company’s auditors, nor
reviewed by the audit committee of the Board, and is subject to adjustments upon further review. The actual results of the Group for the
year ended December 31, 2025 may be different from the information contained in this announcement. Details of the Group’s financial
results and performance will be further disclosed in the annual results announcement for the year ended December 31, 2025, which is expected
to be published by the end of March 2026.
* For
identification purpose only
Shareholders and potential investors are advised to exercise
caution when dealing in the shares of the Company.
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By order of the Board |
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Pony AI Inc. |
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Dr. Jun Peng |
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Chairman of the Board and Chief Executive Officer |
Hong Kong, February 4, 2026
As of the date of this announcement,
the Board comprises: (i) Dr. Jun Peng and Dr. Tiancheng Lou as executive directors; (ii) Mr. Fei Zhang and Mr. Takeo Hamada as non-executive
directors; and (iii) Mr. Jackson Peter Tai, Dr. Mark Qiu and Ms. Asmau Ahmed as independent non-executive directors.