0001415889-23-006625.txt : 20230418 0001415889-23-006625.hdr.sgml : 20230418 20230418180040 ACCESSION NUMBER: 0001415889-23-006625 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230414 FILED AS OF DATE: 20230418 DATE AS OF CHANGE: 20230418 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hu Qichao CENTRAL INDEX KEY: 0001907013 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39845 FILM NUMBER: 23827986 MAIL ADDRESS: STREET 1: 1, ROBINSON ROAD STREET 2: #18-00 AIA TOWER CITY: SINGAPORE STATE: U0 ZIP: 048542 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SES AI Corp CENTRAL INDEX KEY: 0001819142 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 35 CABOT RD. CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 339-298-8750 MAIL ADDRESS: STREET 1: 35 CABOT RD. CITY: WOBURN STATE: MA ZIP: 01801 FORMER COMPANY: FORMER CONFORMED NAME: Ivanhoe Capital Acquisition Corp. DATE OF NAME CHANGE: 20200723 4 1 form4-04182023_060413.xml X0407 4 2023-04-14 0001819142 SES AI Corp SES 0001907013 Hu Qichao C/O SES AI CORPORATION 35 CABOT ROAD WOBURN MA 01801 true true true false CEO & CHAIRMAN 0 Class A Common Stock 2023-04-14 4 A 0 836820 0 A 1420479 D Performance Vesting Restricted Stock Units 2023-04-14 4 A 0 836820 0 A Class A Common Stock 836820 836820 D Represents shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), underlying restricted stock units ("RSUs") granted to the reporting person on April 14, 2023 (the "Grant Date") pursuant to the Issuer's 2021 Incentive Award Plan. The RSUs will vest, and an equal number of shares of Class A Common Stock will be deliverable to the reporting person, in three equal installments on the first, second and third anniversaries of the Grant Date, subject to continued employment or service through each applicable vesting date. Includes 1,395,479 shares of Class A Common Stock underlying RSUs, which are subject to forfeiture until they vest. Represents shares of Class A Common Stock underlying performance vesting RSUs ("PSUs") granted to the reporting person on the Grant Date pursuant to the Issuer's 2021 Incentive Award Plan. The PSUs vest in one installment following the end of a three-year period (the "Initial Performance Period") commencing on the Grant Date, subject to the achievement of certain Class A Common Stock price milestones and the reporting person's continued employment or service through such date. If following the Initial Performance Period there are PSUs that have not vested, then such PSUs remain eligible to vest in an additional installment following the end of a five-year period commencing on the Grant Date, subject to the achievement of certain Class A Common Stock price milestones and the reporting person's continued employment or service through such date. The number of PSUs reported represents the maximum number of PSUs that may vest following certification by the Issuer's compensation committee. The share price thresholds for vesting of the PSUs are as follows: under $12.5, 0%; $12.5 or greater, 25%; $15 or greater, 50%; $17.5 or greater, 75%; and $20 or greater, 100%. A specified percentage of the PSUs will vest based on the average closing price of Class A Common Stock during any consecutive 100-calendar-day period during the Initial Performance Period, assuming that the average closing price during the last 30-calendar-day period in the Initial Performance also exceeds the highest share price threshold achieved. Otherwise, the number of PSUs that vest will be based on the average closing price during the last 30 calendar days of the Initial Performance Period using the same share price thresholds. /s/ Kyle Pilkington, Attorney-in-Fact 2023-04-18 EX-24 2 ex24-04182023_060413.htm ex24-04182023_060413.htm


POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS, that the undersigned does hereby constitute and appoint Jing Nealis and Kyle Pilkington as the undersigned’s true and lawful attorneys-in-fact to, as applicable:


(1)

execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or ten-percent owner of SES AI Corporation (the “Company”), and submit to the U.S. Securities and Exchange Commission (“SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder and any amendments to the foregoing;


(2)

execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or ten-percent owner of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder and any amendments to the foregoing;


(3)

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and


(4)

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve to such attorney-in-fact’s discretion.


The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.


This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.


        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 17th   day of April 2023.


By:/s/ Qichao Hu

Qichao Hu