SCHEDULE: Polestar PIPE Closes, New Put Options Issued

Polestar Automotive Holding UK PLC announced the closing of its previously disclosed PIPE transaction and the establishment of new put option arrangements.

Summary

• The previously disclosed Private Investment in Public Equity (PIPE) transaction for Polestar Automotive Holding UK PLC officially closed on February 5, 2026.
• PSD Investment Limited entered into two new put option arrangements with GSAI on February 5, 2026, with terms substantially similar to prior put options.
• Beneficial ownership percentages are updated based on 112,203,357 Class A ADSs and 996,419 Class B ADSs outstanding as of February 5, 2026.
• Eric Li beneficially owns 63,831,976 shares, representing 56.4% of the class.
• Volvo Car Corporation beneficially owns 12,677,431 shares, representing 11.2% of the class.
• PSD Investment Limited and PSD Capital Limited each beneficially own 33,949,660 shares, representing 30.0% of the class.
• Snita Holding B.V. and Volvo Car AB each beneficially own 12,677,431 shares, representing 11.2% of the class.
• Geely Sweden Holdings AB, Shanghai Geely Zhaoyuan International Investment Co., Ltd, Beijing Geely Wanyuan International Investment Co., Ltd, Beijing Geely Kaisheng International Investment Co., Ltd, and Zhejiang Geely Holding Group Company Limited each beneficially own 29,882,316 shares, representing 26.4% of the class.
• Geely Sweden Automotive Investment B.V. beneficially owns 16,738,542 shares, representing 14.8% of the class.
• No transactions in the Issuer's shares have been effected by the Reporting Persons since Amendment No. 10.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive update, as it confirms the successful completion of a capital-raising PIPE transaction and ongoing strategic financial arrangements, which generally provide stability and funding for operations.

Positives

• The closing of the PIPE transaction indicates successful capital infusion, strengthening the company's financial position.
• The establishment of new put options suggests ongoing strategic financial arrangements with key stakeholders.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance beyond the completion of a past-disclosed transaction.

Industry Context

StockSavvy.ai notes that the closing of the PIPE transaction and the establishment of new put options reflect ongoing financial structuring and support from major shareholders like Geely and Volvo, which is common in the evolving electric vehicle industry where capital needs are significant and strategic alliances are crucial for growth and stability.

Comparison to Industry Standards

• The continued significant ownership by Geely-related entities and Volvo Car Corporation is consistent with the strategic partnerships and joint ventures prevalent in the automotive industry, particularly for emerging EV brands.
• The use of PIPE transactions and put options for capital raising and shareholder agreements aligns with common financial strategies employed by growth-stage companies, including those in the EV sector, to secure funding and manage shareholder relationships.

Related Party Transactions

• PSD Investment Limited, a reporting person, entered into two put option arrangements with GSAI (Geely Sweden Automotive Investment B.V.), another reporting person, indicating related party dealings.

Stakeholder Impact

• Shareholders: The closing of the PIPE transaction and the put options reinforce the financial structure and stability, potentially benefiting existing shareholders by providing capital for growth. The updated ownership percentages clarify the control structure.
• Creditors: A stronger capital base from the PIPE closing could improve the company's creditworthiness.

Key Dates

Recommendation

The filing primarily confirms the completion of a previously disclosed PIPE transaction and new put option arrangements, which are expected events. While the capital infusion is positive for stability, it doesn't introduce new information that would significantly alter the fundamental outlook or warrant a strong buy/sell recommendation at this juncture. The continued strong ownership by major stakeholders suggests ongoing strategic alignment.

Keywords

Polestar, PIPE transaction, put options, beneficial ownership, SEC filing, Schedule 13D/A, electric vehicles, Geely, Volvo Car