Polestar (PSNY) holder BBVA reports 8.4% passive ADS stake

Rhea-AI Filing Summary

Banco Bilbao Vizcaya Argentaria S.A. (BBVA) reports a passive ownership position in Polestar Automotive Holding UK PLC of 7,755,946 Class A ADSs, representing 8.4% of the class as of 12/23/2025. Each Class A ADS represents 30 Class A ordinary shares.

BBVA has sole power to vote and dispose of all 7,755,946 ADSs, with no shared voting or dispositive power. The stake size is calculated based on 2,745,231,600 Class A shares in the form of 91,507,720 Class A ADSs and assuming conversion of 29,892,570 Class B shares into Class A shares. BBVA also has a put option with Geely Sweden Automotive Investment AB that allows the ADSs to be sold to Geely under pre-agreed terms.

BBVA certifies that the securities were not acquired to change or influence control of Polestar, consistent with a passive investment stance.

Insights

Equity ownership and governance analyst

BBVA discloses an 8.4% passive economic stake in Polestar via ADSs.

BBVA holds 7,755,946 Class A ADSs of Polestar, equal to 8.4% of the class based on the issuer’s share count and assumed Class B conversion. BBVA has sole voting and dispositive power, which means it alone decides how these ADSs are voted and whether they are sold.

The position is characterized as passive; BBVA explicitly certifies the holdings were not acquired to change or influence control. The ownership calculation uses 2,745,231,600 Class A shares (in 91,507,720 Class A ADSs) plus Class B shares that are convertible one-for-one into Class A.

The put option with Geely Sweden Automotive Investment AB allows BBVA to sell the ADSs to Geely at a pre-determined price at maturity, with provisions for earlier settlement in certain events. Actual future ownership levels will depend on whether and how this option is exercised or settled under its three-year term, which may be extended by one year by mutual consent.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Polestar Automotive Holding UK PLC

(Name of Issuer)

Class A American Depositary Shares ("ADSs"), each Class A ADS representing 30 Class A Ordinary Shares, par value $0.01 each

(Title of Class of Securities)

732105952

(CUSIP Number)

12/23/2025

(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. 732105952

1

Names of Reporting Persons

Banco Bilbao Vizcaya Argentaria S.A.

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

SPAIN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 7,755,946.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 7,755,946.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,755,946.00

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)

8.4 %

12

Type of Reporting Person (See Instructions)

FI

Comment for Type of Reporting Person: Note to Row 6: Each Class A ADS represents thirty (30) Class A Ordinary Shares, par value $0.01 each. Note to Row 9: The Reporting Person has entered into a put option arrangement (the "Put Option") with Geely Sweden Automotive Investment AB ("GSAI") with a term of three years, extendable by one year subject to mutual consent. The Put Option allows the Reporting Person to sell the Class A ADSs to GSAI at the end of the term at a pre-determined price or before the maturity date upon the occurrence of certain events. In addition, GSAI can choose to early settle the Put Option in certain circumstances. Note to Row 11: Based on (i) 2,745,231,600 Class A Shares in the form of 91,507,720 Class A ADSs and (ii) 29,892,570 Class B Shares in the form of 996,419 Class B ADSs outstanding on December 23, 2025, as disclosed to the Reporting Person by the Issuer. Each Class B Share is convertible into one Class A Share at any time at the option of the holder of such Class B Share. Assumes the conversion of the Class B Shares referred to above into Class A Shares.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Polestar Automotive Holding UK PLC
(b)	Address of issuer's principal executive offices: Assar Gabrielssons Vag 9 Gothenburg, Sweden, 405 31
Item 2.
(a)	Name of person filing: Banco Bilbao Vizcaya Argentaria S.A. (the "Reporting Person")
(b)	Address or principal business office or, if none, residence: Calle Isabel Colbrand, 4, Madrid, Spain, 28050
(c)	Citizenship: Spain
(d)	Title of class of securities: Class A American Depositary Shares ("ADSs"), each Class A ADS representing 30 Class A Ordinary Shares, par value $0.01 each
(e)	CUSIP No.: 732105952
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: 7,755,946
(b)	Percent of class: 8.4%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 7,755,946
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 7,755,946
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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 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.

Banco Bilbao Vizcaya Argentaria S.A.

Signature:	/s/ Vincent Chim
Name/Title:	Vincent Chim/Investment Banking Manager
Date:	12/31/2025

FAQ

How large is Banco Bilbao Vizcaya Argentaria S.A.’s stake in Polestar (PSNY)?

BBVA reports beneficial ownership of 7,755,946 Class A ADSs of Polestar, representing 8.4% of the class as of 12/23/2025.

What type of Polestar securities does BBVA hold?

BBVA holds Class A American Depositary Shares (ADSs), where each Class A ADS represents 30 Class A ordinary shares, par value $0.01 each.

Does BBVA control voting and sale decisions for its Polestar ADSs?

Yes. BBVA reports sole voting power and sole dispositive power over all 7,755,946 Class A ADSs, with no shared voting or dispositive power.

Is BBVA’s Polestar (PSNY) investment intended to influence control of the company?

No. BBVA certifies that the securities were not acquired and are not held for the purpose of changing or influencing control of Polestar.

How was BBVA’s 8.4% Polestar ownership percentage calculated?

The 8.4% is based on (i) 2,745,231,600 Class A shares in 91,507,720 Class A ADSs and (ii) 29,892,570 Class B shares in 996,419 Class B ADSs, assuming conversion of the Class B shares into Class A shares.

What agreement does BBVA have with Geely regarding its Polestar ADSs?

BBVA has a three-year put option, extendable by one year, with Geely Sweden Automotive Investment AB that allows BBVA to sell the Class A ADSs to Geely at a pre-determined price or earlier upon certain events, and Geely may choose early settlement in certain circumstances.