Tax withholding reduces SES AI Corp (SES) CLO RSU share count

Rhea-AI Filing Summary

SES AI Corp chief legal officer Kyle Pilkington reported a routine tax-withholding transaction tied to equity compensation. On this Form 4, 25,185 shares of Class A Common Stock were withheld at $1.10 per share to cover withholding tax obligations from vesting restricted stock units (RSUs); the footnote states these shares were not sold.

After the withholding, Pilkington directly holds 694,566 shares of Class A Common Stock, which include 379,664 shares underlying RSUs that remain subject to forfeiture until they vest. This event reflects compensation-related share withholding rather than an open-market sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pilkington Kyle

Role CHIEF LEGAL OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	25,185	$1.10	$28K

Holdings After Transaction: Class A Common Stock — 694,566 shares (Direct)

Footnotes (1)

1. Represents shares withheld to cover the Reporting Person's withholding tax obligations in connection with the vesting of restricted stock units ("RSUs"). These shares were not sold by the Reporting Person. Includes 379,664 shares of Class A Common Stock underlying RSUs, which are subject to forfeiture until they vest.

Key Figures

Tax-withheld shares: 25,185 shares Withholding price: $1.10 per share Shares after transaction: 694,566 shares +1 more

4 metrics

Tax-withheld shares 25,185 shares Withheld to cover RSU-related withholding tax obligations

Withholding price $1.10 per share Value used for RSU tax-withholding disposition

Shares after transaction 694,566 shares Direct Class A Common Stock holdings following withholding

RSU underlying shares 379,664 shares Class A shares underlying RSUs subject to forfeiture until vesting

Key Terms

restricted stock units ("RSUs"), withholding tax obligations, Class A Common Stock, tax-withholding disposition

4 terms

restricted stock units ("RSUs") financial

"in connection with the vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

withholding tax obligations financial

"shares withheld to cover the Reporting Person's withholding tax obligations"

Class A Common Stock financial

"Includes 379,664 shares of Class A Common Stock underlying RSUs"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Pilkington Kyle

(Last) (First) (Middle)

C/O SES AI CORPORATION

35 CABOT ROAD

(Street)

WOBURN MASSACHUSETTS 01801

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SES AI Corp [ SES ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF LEGAL OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/14/2026		F(1)		25,185(1)	D	$1.1	694,566(2)	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld to cover the Reporting Person's withholding tax obligations in connection with the vesting of restricted stock units ("RSUs"). These shares were not sold by the Reporting Person.

2. Includes 379,664 shares of Class A Common Stock underlying RSUs, which are subject to forfeiture until they vest.

	/s/ Kyle Pilkington	04/16/2026
	** 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 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)

FAQ

What did SES (SES) executive Kyle Pilkington report in this Form 4?

Kyle Pilkington reported a tax-withholding disposition of 25,185 SES AI Corp Class A shares. The shares were withheld to cover tax obligations from vesting RSUs, and the filing specifies they were not sold on the open market.

Were SES (SES) shares sold by Kyle Pilkington in this transaction?

No, the filing states the 25,185 SES AI Corp shares were withheld for Pilkington’s tax obligations. They arose from RSU vesting, and the footnote clarifies these shares were not sold but simply used to satisfy withholding requirements.

How many SES AI Corp shares does Kyle Pilkington hold after this Form 4?

Following the tax-withholding transaction, Pilkington directly holds 694,566 SES AI Corp Class A shares. This total includes shares already owned plus RSU-related holdings disclosed in the filing’s position data and accompanying footnotes.

How many SES (SES) shares are tied to unvested RSUs for Kyle Pilkington?

The filing notes that 379,664 SES AI Corp Class A shares underlie Pilkington’s RSUs. These RSUs are still subject to forfeiture until they vest, so this portion of his reported position remains contingent on future vesting conditions.

What does a tax-withholding disposition mean in this SES Form 4?

A tax-withholding disposition means shares are withheld by the issuer to pay taxes when equity awards vest. In this SES AI Corp filing, 25,185 shares were withheld for Pilkington’s RSU-related tax obligations, and no open-market sale of those shares occurred.