Pony AI (PONY) VP Mo Luyi reports initial share and equity awards

Rhea-AI Filing Summary

Pony AI Inc. Vice President Mo Luyi filed an initial ownership report showing direct holdings of 318,133 Class A ordinary shares. The filing also lists options to buy 13,334 Class A shares at an exercise price of $1.6500 per share and multiple restricted stock unit awards that vest over several years. Each restricted stock unit represents the right to receive one Class A ordinary share upon vesting.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Mo Luyi

(Last) (First) (Middle)

1301 PEARL DEVELOPMENT BLDG, 1 MINGZHU

1ST STREET, HENGLI TOWN, NANSHA DISTRICT

(Street)

GUANGZHOU 511458

(City) (State) (Zip)

CHINA

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Pony AI Inc. [ PONY ]

3a. Foreign Trading Symbol

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares	318,133	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options (right to buy)	(1)	(1)	Class A Ordinary Shares	13,334	$1.65	D
Restricted Stock Units	(2)	(7)	Class A Ordinary Shares	14,667	(8)	D
Restricted Stock Units	(3)	(7)	Class A Ordinary Shares	1,667	(8)	D
Restricted Stock Units	(4)	(7)	Class A Ordinary Shares	5,034	(8)	D
Restricted Stock Units	(5)	(7)	Class A Ordinary Shares	69,480	(8)	D
Restricted Stock Units	(6)	(7)	Class A Ordinary Shares	170,002	(8)	D

Explanation of Responses:

1. Options were granted on April 23, 2020 and will expire on the tenth anniversary of the grant date. The vesting schedules are 25% of the total options granted shall vest on the first anniversary of March 31, 2020, and the remaining 75% of the total options granted are scheduled to vest in equal monthly installments of 1/48 thereafter over the next 36 months.

2. Restricted stock units (RSU) were granted on May 28, 2021. The vesting schedules are 20% of the total RSU granted shall vest on the first anniversary of April 1, 2021, and the remaining 80% of the total RSU granted are scheduled to vest equally with 5% at the 25th day of the last month of each quarter thereafter.

3. RSU were granted on June 2, 2022. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of April 1, 2022, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.

4. RSU were granted on May 15, 2023. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of April 1, 2023, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.

5. RSU were granted on December 10, 2023. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of November 1, 2023, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.

6. RSU were granted on December 4, 2024. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of October 31, 2024, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.

7. This grant does not have an expiration date.

8. Each restricted stock unit represents the right to receive, upon vesting, one Class A ordinary share.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Tian Gao, Attorney-in-Fact for Luyi Mo	03/18/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Pony AI (PONY) Vice President Mo Luyi report owning in this Form 3?

Mo Luyi reports direct ownership of 318,133 Class A ordinary shares of Pony AI. The filing also lists option and restricted stock unit awards that, upon exercise or vesting, can deliver additional Class A ordinary shares to the executive over time.

Are there any buy or sell transactions in Pony AI (PONY) Vice President Mo Luyi’s Form 3?

The Form 3 shows no reported buy or sell transactions; it is an initial statement of beneficial ownership. It lists existing share, option, and restricted stock unit positions as of the reporting date, rather than new market trades or recent equity award activity.

What stock options does Mo Luyi hold according to the Pony AI (PONY) Form 3?

Mo Luyi holds options over 13,334 Class A ordinary shares with an exercise price of $1.6500 per share. These options were granted on April 23, 2020 and vest over several years under a schedule described in the filing footnotes.

How are restricted stock units structured in Pony AI (PONY) Vice President Mo Luyi’s Form 3?

The Form 3 lists several restricted stock unit (RSU) grants, each tied to Class A ordinary shares. Vesting schedules generally start with a portion vesting on an anniversary date, with the remainder vesting quarterly. Each RSU converts into one Class A share upon vesting.

Does Pony AI (PONY) Vice President Mo Luyi’s Form 3 include expiration dates for equity awards?

The option grant was made on April 23, 2020 and expires on the tenth anniversary of that date. The restricted stock unit grants do not list expiration dates, and one footnote states a particular grant does not have an expiration date, instead vesting over time.