Welcome to our dedicated page for SES AI SEC filings (Ticker: SES), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
SES AI Corporation filings document the public-company disclosures of a Delaware battery technology issuer with Class A common stock and warrants listed on the New York Stock Exchange. Recent 8-K filings furnish shareholder letters, quarterly and annual financial results, preliminary unaudited revenue updates, Regulation FD presentation materials and material-event reports tied to the company's operating updates.
The filing record also covers governance and capital-structure matters, including officer and director changes, annual meeting vote results, definitive proxy disclosures, executive compensation information and voting rights for Class A and Class B common stock. These documents provide formal disclosure around SES AI's battery, ESS, drone, materials and Molecular Universe activities, along with related corporate governance subjects.
SES AI Corporation filed an 8-K announcing it furnished a shareholder letter and a press release that include a business update and the company’s financial results for the quarter ended September 30, 2025.
The materials are provided as Exhibits 99.1 and 99.2 and are furnished, not filed, meaning they are not subject to Section 18 liability and are not incorporated into other filings unless specifically referenced.
SES AI Corporation reported the results of its 2025 Annual Meeting of Stockholders held on October 1, 2025. Stockholders elected Dr. Qichao Hu as a Class III director to serve until the 2028 Annual Meeting, with 486,465,547 votes for, 5,653,523 votes withheld, and 46,291,843 broker non-votes. They also ratified the appointment of Grant Thornton LLP as independent registered public accounting firm for the year ending December 31, 2025, with 536,880,122 votes for, 872,634 against, and 658,157 abstentions. In a non-binding advisory vote, stockholders approved the compensation of the company’s named executive officers, with 490,343,477 votes for, 904,654 against, 870,939 abstentions, and 46,291,843 broker non-votes.
SES AI Corporation director Andrew J. Boyd received a grant of 296,296 restricted stock units (RSUs) on 09/08/2025 under the Issuer's 2021 Incentive Award Plan. Each RSU represents one share of Class A common stock deliverable upon vesting. The RSUs vest in full on the first anniversary of the grant date, subject to the reporting persons continued service, and are subject to forfeiture until they vest. Following the grant, the reporting person beneficially owns 296,296 shares underlying the RSUs. The Form 4 was signed on 09/10/2025 by an attorney-in-fact.
The proxy discloses three stockholder proposals for SES AI Corporation: the election of a Class III director nominee, ratification of the termination of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ended December 31, 2025, and procedures for submitting later-dated proxies or changing votes prior to specified deadlines. The filing profiles key executives and directors, including Dr. Qichao Hu (Founder, CEO and Chair), Dr. Hong Gan (Chief Science Officer), Dr. Choi (director) and Mr. Pilkington (Chief Legal Officer), and summarizes board committee duties for audit, compensation and governance. It also outlines executive compensation practices, PSU vesting milestones, director cash and equity fees, related-person transaction review processes, and availability of governance documents on the company website.
Xu Kang, Chief Technology Officer and director of SES AI Corporation (SES), reported a Form 4 for a transaction dated 09/03/2025. The filing shows 39,238 shares of Class A common stock were disposed of under code F(1) at an effective price of $1.09 per share; the filing explains these shares were withheld to satisfy tax withholding obligations related to the vesting of restricted stock units and were not sold on the open market. After the transaction, the reporting person beneficially owns 655,052 shares, which includes 470,609 shares underlying RSUs that remain subject to forfeiture until they vest. The Form 4 was signed by an attorney-in-fact on 09/04/2025.
SES AI Corporation director Andrew J. Boyd filed an initial Form 3 reporting a 09/02/2025 event date and indicating he does not beneficially own any securities of the issuer. The filing lists his relationship as a director and was signed by an attorney-in-fact on 09/04/2025. This Form 3 notifies the market of his officer/director status while showing no reported equity holdings in the company.
SES AI Corporation reports a planned change on its Board of Directors. On August 27, 2025, director Michael Noonen notified the company he will resign effective September 2, 2025, stating he is leaving to focus on other professional endeavors and not because of any disagreement with management, the board, or company practices.
Effective September 2, 2025, the Board appointed Andrew Boyd as a Class II director with a term running until the 2027 Annual Meeting of Stockholders, or earlier if his service ends. Boyd also joins the audit and compensation committees and has been determined to be independent under the company’s governance guidelines and New York Stock Exchange standards.
Boyd is a partner at Bramalea Partners, which he founded in 2020, and previously held senior roles at Fidelity Management & Research Company. He will receive the same compensation as other non-employee directors and will enter into the company’s standard director indemnification agreement. A press release about his appointment is furnished as Exhibit 99.1.
SES AI Corporation has scheduled its 2025 annual meeting of stockholders for October 1, 2025. The company explains new timing for stockholder proposals because the meeting date differs from the prior year’s anniversary.
Stockholder proposals or director nominations made under the company’s advance notice bylaw provisions must reach SES AI’s principal executive offices by September 12, 2025 and include all information required by the bylaws. Proposals submitted under SEC Rule 14a-8 must be received at the principal executive offices by September 8, 2025 and comply with applicable SEC rules and regulations.
Nealis Jing, Chief Financial Officer of SES AI Corporation (SES), reported a transaction on 08/18/2025. The filing shows 15,691 Class A shares were withheld to satisfy withholding tax on the vesting of a restricted share award; those shares were not sold. After the withholding, the reporting person beneficially owns 2,616,287 Class A shares. The filing also discloses that 1,426,800 of those shares are underlying restricted stock units that remain subject to forfeiture until they vest.
Kyle Pilkington, Chief Legal Officer of SES AI Corporation (SES), reported a change in beneficial ownership tied to the vesting of restricted stock units (RSUs). On 08/08/2025 the Form 4 shows 5,452 shares were withheld to satisfy withholding tax obligations arising from RSU vesting; the form explicitly states these shares were not sold.
After this withholding, the report lists 861,277 shares of Class A common stock beneficially owned by Pilkington, which include 681,778 shares underlying RSUs that remain subject to forfeiture until they vest. Ownership is reported as direct. The form records a price of $1.13 associated with the reported transaction and uses transaction code F indicating tax withholding.