UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 24, 2022, the compensation committee of the board of directors of the Company (the “Compensation Committee”) approved the amount of non-equity incentive plan compensation earned in the fiscal year ended December 31, 2021 (“Fiscal 2021”) by each of the named executive officers of SES AI Corporation (the “Company”), based on the Compensation Committee’s review of previously established performance metrics regarding the performance of the Company and each named executive officer during the performance period from April 1, 2021 to March 31, 2022. The non-equity incentive plan compensation earned by each named executive officer was as follows: for Dr. Hu, $175,000 (prorated to $131,250 for the portion of that period in Fiscal 2021); for Mr. Makharia, $97,500 (prorated to $73,125 for the portion of that period in Fiscal 2021); and for Ms. Nealis, $105,000 (prorated to $78,750 for the portion of that period in Fiscal 2021). Accordingly, total compensation for each executive officer for the fiscal year ended December 31, 2021, previously reported in the Summary Compensation Table included in the Company’s prospectus dated January 7, 2022, relating to the Company’s registration statement on Form S-4, as amended (File No. 333-258691), and in the Company’s registration statement on Form S-1 (File No. 333-262726) (collectively, the “Filings”), has been recalculated to reflect these amounts as follows: Dr. Hu, $679,446; Mr. Makharia, $1,328,743; and Ms. Nealis, $8,120,982. No other amounts in the Summary Compensation Table included in the Filings have been changed.
Additionally, on March 24, 2022, the Compensation Committee approved increases to the target annual performance bonus opportunity (for performance from January 1, 2022 to December 31, 2022), while eliminating the standalone monthly general allowance and adding its annualized amount to base salary, for each of the named executive officers for the fiscal year ending December 31, 2022 (“Fiscal 2022”). As a result of such changes, for Fiscal 2022, the annual base salaries for Dr. Hu, Mr. Makharia and Ms. Nealis are $530,000, $505,000 and $470,000, respectively, and the target annual bonus opportunities for Dr. Hu, Mr. Makharia and Ms. Nealis are 100%, 60% and 60%, respectively, of annual base salary.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit |
Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| SES AI Corporation | ||||||
| Date: March 30, 2022 | By: | /s/ Qichao Hu | ||||
| Name: | Qichao Hu | |||||
| Title: | Chief Executive Officer | |||||