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Pony AI CFO sells 13,751 shares to cover taxes

The mandatory sell-to-cover arrangement directed the share sale toward income tax liabilities tied to RSU vesting.

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Form Type
4

Rhea-AI Filing Summary

Pony AI Inc. (PONY) reported that its Chief Financial Officer, Haojun Wang, had 963, 10,000 and 23,750 restricted stock units vest and settle into Class A ordinary shares on September 25, 2026. On September 28, Wang sold 13,751 shares at $7.1038 per share under a mandatory non-discretionary sell-to-cover arrangement to satisfy income tax liabilities incurred upon vesting of previously reported RSUs.

Insider Wang Haojun
Role Chief Financial Officer
Sold 13,751 shs ($98K)
Approx. gross sale proceeds $98K
Type Security Shares Price Value
Sale Class A Ordinary Shares F2 13,751 $7.1038 $98K
Exercise Restricted Stock Units F3, F4, F7 963 $0.00 $0.00
Exercise Restricted Stock Units F3, F5, F7 10,000 $0.00 $0.00
Exercise Restricted Stock Units F3, F6, F7 23,750 $0.00 $0.00
Exercise Class A Ordinary Shares F1 963 -- --
Exercise Class A Ordinary Shares F1 10,000 -- --
Exercise Class A Ordinary Shares F1 23,750 -- --
Holdings After Transaction: Restricted Stock Units — 246,831 contracts (Direct); Class A Ordinary Shares — 1,463,466 shares (Direct)
Footnotes (7)
  1. F1. Reflects restricted stock units (RSUs) that vested and settled into Class A ordinary shares.
  2. F2. Represents the number of shares sold by the Reporting Person pursuant to a mandatory non-discretionary sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of previously reported restricted stock units.
  3. F3. Each RSU represents the right to receive, upon vesting, one Class A ordinary share.
  4. F4. This RSU award was 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. F5. This RSU award was 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. F6. This RSU award was 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. F7. This grant does not have an expiration date.
Shares sold 13,751 shares September 28, 2026
Sale price $7.1038 per share September 28, 2026
RSUs settled 963 RSUs Vested and settled September 25, 2026
RSUs settled 10,000 RSUs Vested and settled September 25, 2026
RSUs settled 23,750 RSUs Vested and settled September 25, 2026
restricted stock units (RSUs) financial
"restricted stock units (RSUs) that vested and settled"
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
sell-to-cover arrangement financial
"mandatory non-discretionary sell-to-cover arrangement"
vesting schedules financial
"The vesting schedules are 25% of the total RSU granted"

FAQ

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

How many PONY shares did Haojun Wang sell, and at what price?

Haojun Wang sold 13,751 Class A ordinary shares at $7.1038 per share on September 28, 2026. The sale was made under a mandatory non-discretionary sell-to-cover arrangement to satisfy income tax liabilities incurred upon vesting of previously reported RSUs.

How many PONY RSUs vested and settled into shares?

On September 25, 2026, 963, 10,000 and 23,750 RSUs vested and settled into corresponding Class A ordinary shares. Each RSU represents the right to receive one Class A ordinary share upon vesting.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Wang Haojun

(Last)(First)(Middle)
1301 PEARL DEVELOPMENT BLDG, 1 MINGZHU
1ST STREET, HENGLI TOWN, NANSHA DISTRICT

(Street)
GUANGZHOU511458

(City)(State)(Zip)

CHINA

(Country)
2. Issuer Name and Ticker or Trading Symbol
Pony AI Inc. [ PONY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Ordinary Shares09/25/2026M963A(1)1,443,467D
Class A Ordinary Shares09/25/2026M10,000A(1)1,453,467D
Class A Ordinary Shares09/25/2026M23,750A(1)1,477,217D
Class A Ordinary Shares09/28/2026S(2)13,751D$7.1038(2)1,463,466D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)09/25/2026M963 (4) (7)Class A Ordinary Shares963$02,246D
Restricted Stock Units(3)09/25/2026M10,000 (5) (7)Class A Ordinary Shares10,000$046,667D
Restricted Stock Units(3)09/25/2026M23,750 (6) (7)Class A Ordinary Shares23,750$0197,918D
Explanation of Responses:
1. Reflects restricted stock units (RSUs) that vested and settled into Class A ordinary shares.
2. Represents the number of shares sold by the Reporting Person pursuant to a mandatory non-discretionary sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of previously reported restricted stock units.
3. Each RSU represents the right to receive, upon vesting, one Class A ordinary share.
4. This RSU award was 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. This RSU award was 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. This RSU award was 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.
/s/ Haojun Wang09/29/2026
** Signature of Reporting PersonDate
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)

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