Form 4: SES AI CFO's Shares Withheld for Tax Obligations

SES AI Corporation's Chief Financial Officer, Jing Nealis, had 15,691 shares of Class A Common Stock withheld to cover tax obligations related to a restricted share award vesting, maintaining a beneficial ownership of 2,631,978 shares.

Summary

• Jing Nealis, Chief Financial Officer of SES AI Corp, had 15,691 shares of Class A Common Stock withheld on July 16, 2025.
• These shares were withheld to cover the reporting person's withholding tax obligations in connection with the vesting of a restricted share award and were not sold by Ms. Nealis.
• The price per share for the withheld shares was $0.9837.
• Following this transaction, Ms. Nealis beneficially owns 2,631,978 shares of Class A Common Stock.
• This beneficial ownership includes 30,900 unvested shares from a restricted share award granted on August 16, 2021, which vested 25% on the first anniversary and continues to vest monthly over 36 months.
• It also includes 1,426,800 shares underlying restricted stock units, which are subject to forfeiture until they vest.

Sentiment

Score: 5

Explanation: The filing reports a routine administrative transaction (shares withheld for tax obligations upon vesting of an equity award) and does not indicate any positive or negative operational or financial news for the company.

Positives

• Routine tax withholding indicates the vesting of previously granted equity, which can be a positive for employee retention and alignment of interests between management and shareholders.

Future Outlook

The vesting schedule for the restricted share award (monthly installments over 36 months following the first anniversary of the August 16, 2021 grant) indicates future share releases to the reporting person, subject to continued service. Restricted stock units also await future vesting.

Industry Context

This is a routine insider transaction filing (Form 4) common across all publicly traded companies, reflecting the mechanics of equity compensation and tax obligations upon vesting of restricted stock awards. It does not provide specific industry context beyond the company's name.

Comparison to Industry Standards

• The withholding of shares for tax purposes upon vesting of equity awards is a standard practice for executive compensation across industries, aligning with typical compensation structures that include restricted stock or restricted stock units. No specific comparable companies or projects are mentioned in this filing.

Stakeholder Impact

• Shareholders: Minimal direct impact as it's a routine tax withholding, not a sale by the insider. It reflects the ongoing equity compensation structure.
• Employees: Reflects standard equity compensation practices for executives.

Next Steps

• Continued vesting of 30,900 unvested shares of Class A Common Stock in equal monthly installments over the remaining period of the 36 months following the first anniversary of the August 16, 2021 grant date, subject to continued service.
• Future vesting of 1,426,800 shares of Class A Common Stock underlying restricted stock units.

Key Dates

Keywords

SEC Form 4, Insider Transaction, SES AI Corp, Jing Nealis, Chief Financial Officer, Restricted Stock Award, Tax Withholding, Equity Compensation, Beneficial Ownership, Stock Vesting