SCHEDULE 13G: Key Insider Tiancheng Lou and Affiliates Disclose Significant Stake in Pony AI Inc.

Tiancheng Lou, along with IWAY LLC and Amber Luna Lou Irrevocable Trust, has disclosed beneficial ownership of 6.0% of Pony AI Inc.'s Class A ordinary shares, representing 19.4% of total voting power.

Summary

• Tiancheng Lou, a citizen of China, beneficially owns 21,199,598 ordinary shares of Pony AI Inc., which represents 6.0% of the Class A ordinary shares and 19.4% of the total voting power.
• This ownership includes 110,828 Class A ordinary shares and 19,068,770 Class B ordinary shares held by IWAY LLC, a Delaware company wholly owned by Tiancheng Lou.
• Additionally, 2,020,000 Class B ordinary shares are held by the Amber Luna Lou Irrevocable Trust, for which Tiancheng Lou is the beneficiary and South Dakota Trust Company LLC is the trustee.
• IWAY LLC separately reports beneficial ownership of 19,179,598 shares, equating to 5.4% of Class A ordinary shares and 17.6% of total voting power.
• The Amber Luna Lou Irrevocable Trust reports beneficial ownership of 2,020,000 shares, representing 0.6% of Class A ordinary shares and 1.9% of total voting power.
• The percentages are calculated based on 355,292,553 ordinary shares issued and outstanding as of April 10, 2025, comprising 274,203,783 Class A ordinary shares and 81,088,770 Class B ordinary shares, as reported in the Issuer's Form 20-F filed on April 25, 2025.
• Each Class A ordinary share is entitled to one vote, while each Class B ordinary share is entitled to ten votes, and Class B shares are convertible into Class A shares at any time by the holder.

Sentiment

Score: 5

Explanation: The document is a routine regulatory filing disclosing beneficial ownership, providing factual information without expressing positive or negative sentiment regarding company performance or outlook.

Positives

• The disclosure of a significant beneficial ownership stake by Tiancheng Lou, a key individual, may signal confidence in Pony AI Inc.'s long-term prospects.
• The concentration of voting power (19.4% for Tiancheng Lou) through Class B shares provides stable control and strategic direction for the company.

Future Outlook

NA

Industry Context

This filing is a routine disclosure of beneficial ownership and does not provide specific industry context or trends. It details an insider's significant stake in an autonomous driving technology company.

Related Party Transactions

• The filing details the beneficial ownership structure where Tiancheng Lou directly and indirectly controls shares through IWAY LLC (a Delaware company wholly owned by Tiancheng Lou) and is the beneficiary of the Amber Luna Lou Irrevocable Trust, highlighting interconnected holdings among the reporting persons.

Stakeholder Impact

• Shareholders: Provides transparency regarding significant beneficial ownership and voting power held by a key individual and related entities, which can influence corporate control and strategic decisions.

Key Dates

Keywords

Pony AI Inc., Tiancheng Lou, IWAY LLC, Amber Luna Lou Irrevocable Trust, Schedule 13G, beneficial ownership, Class A ordinary shares, Class B ordinary shares, voting power, SEC filing, insider ownership