X0206 3 2022-02-03 0 0001819142 SES AI Corp SES 0001021944 Temasek Holdings (Private) Ltd 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 0001512449 Tembusu Capital Pte. Ltd. 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 0001568354 Thomson Capital Pte. Ltd. 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 0001767731 Anderson Investments Pte. Ltd. 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 0001434866 Temasek Capital (Private) Ltd 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 0001434867 Seletar Investments Pte Ltd 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 0001666144 Aranda Investments Pte. Ltd. 60B ORCHARD ROAD #06-18 TOWER 2 THE ATRIUM@ORCHARD SINGAPORE U0 238891 SINGAPORE 0 0 1 0 Class A Common Stock 25882916 I By Fund Class A Common Stock 5632129 I By Fund Earn-out Shares 2027-02-03 Class A Common Stock 2595854 I By Fund Earn-out Shares 2027-02-03 Class A Common Stock 564858 I By Fund These shares are held by Anderson Investments Pte. Ltd ("Anderson"). Anderson is a direct wholly-owned subsidiary of Thomson Capital Pte. Ltd. ("Thomson"), which in turn is a direct wholly-owned subsidiary of Tembusu Capital Pte. Ltd. ("Tembusu"), which in turn is a direct wholly-owned subsidiary of Temasek Holdings (Private) Limited ("Temasek"). In such capacities, each of Thomson, Tembusu, and Temasek may be deemed to have voting and dispositive power over the shares held by Anderson. Each of Thomson, Tembusu and Temasek disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein. These shares are held by Aranda Investments Pte. Ltd. ("Aranda"). Aranda is a direct wholly-owned subsidiary of Seletar Investments Pte. Ltd. ("Seletar"), which in turn is a direct wholly-owned subsidiary of Temasek Capital (Private) Limited ("Capital"), which in turn is a direct wholly-owned subsidiary of Temasek. In such capacities, each of Seletar, Capital, and Temasek may be deemed to have voting and dispositive power over the shares held by Aranda. Each of Seletar, Capital and Temasek disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein. Represents shares of the Issuer's Class A Common Stock that the Reporting Person has the right to acquire (the "Earnout Shares") pursuant to the Business Combination Agreement, as amended, by and among the Issuer, SES Holdings Pte. Ltd., a Singapore private company limited by shares, and Wormhole Amalgamation Sub Pte. Ltd., a Singapore private company limited by shares, and a direct, wholly-owned subsidiary of the Issuer. The Earnout Shares shall vest and be released upon the satisfaction of certain share price vesting conditions as follows: (i) if, at any time prior to February 3, 2027 (the "Earnout Period") the volume-weighted average price ("VWAP") of the Issuer's Common Stock equals or exceeds $12.50 per share for any 20 trading days within a 30-trading day period, one-third of the Earnout Shares shall vest; (ii) if, at any time during the Earnout Period, the VWAP of the Issuer's Common Stock equals or exceeds $15.00 per share for any 20 trading days within a 30-trading day period, one-third of the Earnout Shares shall vest; and (iii) if, at any time during the Earnout Period, the VWAP of the Issuer's Common Stock equals or exceeds $17.50 per share for any 20 trading days within a 30-trading day period, one-third of the Earnout Shares shall vest. Temasek Holdings (Private) Limited, By /s/ Jason Norman Lee, Authorised Signatory 2022-02-14 Tembusu Capital Pte. Ltd, By /s/ Gregory Tan, Director 2022-02-14 Thomson Capital Pte. Ltd, By /s/ Poy Weng Chuen, Director 2022-02-14 Anderson Investments Pte. Ltd, By /s/ Poy Weng Chuen, Director 2022-02-14 Temasek Capital (Private) Limited, By /s/ Gregory Tan, Director 2022-02-14 Seletar Investments Pte. Ltd., By /s/ Tabitha Sum Wei Ching, Director 2022-02-14 Aranda Investments Pte. Ltd., By /s/ Tabitha Sum Wei Ching, Director 2022-02-14