Kodiak AI Equity Warrants Exp 25th September 2030 SEC Filings

Kodiak AI, Inc. reported first‑quarter 2026 revenue of $1.8 million, up from $1.5 million a year earlier, as its Driver‑as‑a‑Service model ramped and U.S. Army work declined. The company posted net income of $26.5 million versus a $128.2 million loss, driven largely by a $64.7 million non‑cash gain from remeasuring common stock warrant liabilities and the absence of prior‑year SAFE fair value losses.

Operating performance remains deeply negative: loss from operations widened to $37.9 million as research and development, general and administrative, and truck and freight costs nearly doubled while the business scaled. Non‑GAAP loss from operations, excluding $6.0 million of stock‑based compensation, was $31.8 million.

Kodiak ended March 31, 2026 with $90.2 million in cash, cash equivalents and marketable securities, plus short‑term debt of $12.3 million and a total accumulated deficit of $827.2 million. Management expects continued losses and has raised approximately $100.0 million in a May 2026 private placement, but still projects its cash runway, including that capital, only into the second quarter of 2027 and plans to seek further financing.

Kodiak AI, Inc. entered into subscription agreements for a $100 million private placement of 15,384,609 common shares at $6.50 each, with accompanying five-year warrants for 15,384,609 shares exercisable at $6.00. An affiliate of Ares Management is investing about $5 million. Kodiak plans to use the proceeds for working capital and general corporate purposes.

For the quarter ended March 31, 2026, Kodiak reported revenue of $1.8 million, up 74% quarter-over-quarter, and net income of $26.5 million driven largely by a $64.7 million non-cash gain on common stock warrants, despite a $37.9 million GAAP operating loss. Free cash flow was negative $35.0 million, and cash, cash equivalents and marketable securities totaled $90.2 million at quarter end, excluding the planned PIPE proceeds.

Operationally, Kodiak expanded its fleet to 28 customer-owned fully-driverless trucks and accumulated more than 23,500 cumulative hours of paid driverless operations, a 120% increase over the end of Q4 2025.

Kodiak AI, Inc. entered into subscription agreements for a $100 million private placement of 15,384,609 common shares at $6.50 each, with accompanying five-year warrants for 15,384,609 shares exercisable at $6.00. An affiliate of Ares Management is investing about $5 million. Kodiak plans to use the proceeds for working capital and general corporate purposes.

For the quarter ended March 31, 2026, Kodiak reported revenue of $1.8 million, up 74% quarter-over-quarter, and net income of $26.5 million driven largely by a $64.7 million non-cash gain on common stock warrants, despite a $37.9 million GAAP operating loss. Free cash flow was negative $35.0 million, and cash, cash equivalents and marketable securities totaled $90.2 million at quarter end, excluding the planned PIPE proceeds.

Operationally, Kodiak expanded its fleet to 28 customer-owned fully-driverless trucks and accumulated more than 23,500 cumulative hours of paid driverless operations, a 120% increase over the end of Q4 2025.

Kodiak AI, Inc. is calling a virtual 2026 annual stockholder meeting on June 11, 2026 at 10:00 a.m. Pacific Time via webcast at www.virtualshareholdermeeting.com/KDK2026. Stockholders will vote on electing two Class I directors, Don Burnette and Kristin Sverchek, to serve until the 2029 meeting.

They will also vote on ratifying Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026. As of the April 17, 2026 record date, 183,804,469 shares of common stock and 142,155 shares of 9.99% Series A cumulative convertible preferred stock are entitled to vote, with each preferred share carrying 104 votes on an as-converted basis.

Kodiak AI, Inc. is calling a virtual 2026 annual stockholder meeting on June 11, 2026 at 10:00 a.m. Pacific Time via webcast at www.virtualshareholdermeeting.com/KDK2026. Stockholders will vote on electing two Class I directors, Don Burnette and Kristin Sverchek, to serve until the 2029 meeting.

They will also vote on ratifying Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026. As of the April 17, 2026 record date, 183,804,469 shares of common stock and 142,155 shares of 9.99% Series A cumulative convertible preferred stock are entitled to vote, with each preferred share carrying 104 votes on an as-converted basis.

Kodiak AI, Inc. reported fourth quarter and full year 2025 results that combine rapid operational scaling with very heavy losses. Q4 revenue was $1.1 million, up 37% from the prior quarter, driven by expanding deployment of its Kodiak Driver autonomous trucking platform.

For 2025, revenue totaled $3.8 million versus $14.9 million in 2024, while net loss widened sharply to $585.5 million, largely reflecting non-cash fair value changes and equity-related charges. Cash used in operating activities was $94.4 million, and free cash flow was negative $116.5 million, underscoring significant cash burn.

Operationally, Kodiak scaled to 20 fully driverless trucks with Atlas Energy Solutions, logged over 10,700 cumulative hours of paid driverless operations, signed a collaboration with Bosch, won a U.S. Marine Corps contract, refinanced $30 million of debt, and ended the year with $120.7 million in cash, cash equivalents and marketable securities.

Kodiak AI, Inc. reported fourth quarter and full year 2025 results that combine rapid operational scaling with very heavy losses. Q4 revenue was $1.1 million, up 37% from the prior quarter, driven by expanding deployment of its Kodiak Driver autonomous trucking platform.

For 2025, revenue totaled $3.8 million versus $14.9 million in 2024, while net loss widened sharply to $585.5 million, largely reflecting non-cash fair value changes and equity-related charges. Cash used in operating activities was $94.4 million, and free cash flow was negative $116.5 million, underscoring significant cash burn.

Operationally, Kodiak scaled to 20 fully driverless trucks with Atlas Energy Solutions, logged over 10,700 cumulative hours of paid driverless operations, signed a collaboration with Bosch, won a U.S. Marine Corps contract, refinanced $30 million of debt, and ended the year with $120.7 million in cash, cash equivalents and marketable securities.

Kodiak AI, Inc. reported an insider equity transaction by its Chief People Officer on 12/30/2025. The officer exercised a stock option to acquire 10,000 shares of Kodiak AI common stock at an exercise price of $0.5133 per share, increasing direct beneficial ownership of common stock to 10,000 shares.

The transaction was recorded as an option exercise (code M) linked to a stock option originally exercisable at $0.5133 and expiring on 10/30/2028. Following this exercise, the officer continues to hold 436,746 stock options. All shares acquired are subject to lockup restrictions in the company’s bylaws, and all shares under the option are fully vested and exercisable as of the reported date.

Kodiak AI, Inc. reported an insider equity transaction by its Chief People Officer on 12/30/2025. The officer exercised a stock option to acquire 10,000 shares of Kodiak AI common stock at an exercise price of $0.5133 per share, increasing direct beneficial ownership of common stock to 10,000 shares.

The transaction was recorded as an option exercise (code M) linked to a stock option originally exercisable at $0.5133 and expiring on 10/30/2028. Following this exercise, the officer continues to hold 436,746 stock options. All shares acquired are subject to lockup restrictions in the company’s bylaws, and all shares under the option are fully vested and exercisable as of the reported date.

Kodiak AI, Inc. entered into a new senior secured venture loan and security agreement with Horizon Technology Finance Corporation, providing a term loan facility of up to $30.0 million. The company and its subsidiary Kodiak Robotics, Inc. borrowed $30.0 million on December 31, 2025, using part of the proceeds to repay existing indebtedness with the same lender and the remainder for working capital and general corporate purposes.

The loan bears interest at the prime rate plus 3.50%, with a prime floor of 6.50%. Kodiak will make interest-only payments from February 1, 2026 through July 1, 2028, then repay principal and interest in 18 equal monthly installments until the January 1, 2030 maturity date. The borrowers paid a $300,000 commitment fee and will owe a $1.2 million final payment at payoff, and may prepay subject to a 2.0% or 1.0% premium depending on timing.

The facility is secured by substantially all of the borrowers’ assets, including intellectual property, and includes customary covenants and events of default. In connection with this transaction, Kodiak terminated its prior venture loan and security agreement dated September 28, 2022 with the same lender.

Kodiak AI, Inc. entered into a new senior secured venture loan and security agreement with Horizon Technology Finance Corporation, providing a term loan facility of up to $30.0 million. The company and its subsidiary Kodiak Robotics, Inc. borrowed $30.0 million on December 31, 2025, using part of the proceeds to repay existing indebtedness with the same lender and the remainder for working capital and general corporate purposes.

The loan bears interest at the prime rate plus 3.50%, with a prime floor of 6.50%. Kodiak will make interest-only payments from February 1, 2026 through July 1, 2028, then repay principal and interest in 18 equal monthly installments until the January 1, 2030 maturity date. The borrowers paid a $300,000 commitment fee and will owe a $1.2 million final payment at payoff, and may prepay subject to a 2.0% or 1.0% premium depending on timing.

The facility is secured by substantially all of the borrowers’ assets, including intellectual property, and includes customary covenants and events of default. In connection with this transaction, Kodiak terminated its prior venture loan and security agreement dated September 28, 2022 with the same lender.

Kodiak AI received a Schedule 13G from Alyeska Investment Group, L.P., Alyeska Fund GP, LLC and Anand Parekh reporting a large beneficial position in the company’s Class A common stock. They report beneficial ownership of 18,102,618 shares, representing 9.9% of the class, with shared voting and dispositive power over all of these shares.

The position comes from securities that can convert into common stock: 15,318,625 shares issuable from PIPE Warrants, 5,155,518 shares from Public Warrants, and 12,254,900 shares from Convertible Preferred. These instruments contain a 9.99% beneficial ownership limitation, so as of September 30, 2025 the reporting persons may exercise only up to 18,102,618 shares and therefore report ownership at that level. The percentage is based on 181,207,392 shares of common stock outstanding, as disclosed in Kodiak AI’s Form 10-Q.

Kodiak AI received a Schedule 13G from Alyeska Investment Group, L.P., Alyeska Fund GP, LLC and Anand Parekh reporting a large beneficial position in the company’s Class A common stock. They report beneficial ownership of 18,102,618 shares, representing 9.9% of the class, with shared voting and dispositive power over all of these shares.

The position comes from securities that can convert into common stock: 15,318,625 shares issuable from PIPE Warrants, 5,155,518 shares from Public Warrants, and 12,254,900 shares from Convertible Preferred. These instruments contain a 9.99% beneficial ownership limitation, so as of September 30, 2025 the reporting persons may exercise only up to 18,102,618 shares and therefore report ownership at that level. The percentage is based on 181,207,392 shares of common stock outstanding, as disclosed in Kodiak AI’s Form 10-Q.

Fort Baker Capital Management LP, Steven Patrick Pigott, and Fort Baker Capital, LLC filed a Schedule 13G/A reporting beneficial ownership of 0 shares and 0% of Kodiak AI, Inc. common stock.

The filing notes that on September 24, 2025, Ares Acquisition Corp II completed a business combination, changed its name to Kodiak AI, Inc., and each Class A Ordinary Share converted into Kodiak AI common stock on a 1-for-1 basis. Following this event, the reporting persons ceased to be beneficial owners. They certify the securities were held in the ordinary course and not to influence control.

Fort Baker Capital Management LP, Steven Patrick Pigott, and Fort Baker Capital, LLC filed a Schedule 13G/A reporting beneficial ownership of 0 shares and 0% of Kodiak AI, Inc. common stock.

The filing notes that on September 24, 2025, Ares Acquisition Corp II completed a business combination, changed its name to Kodiak AI, Inc., and each Class A Ordinary Share converted into Kodiak AI common stock on a 1-for-1 basis. Following this event, the reporting persons ceased to be beneficial owners. They certify the securities were held in the ordinary course and not to influence control.

Kodiak AI, Inc. (KDK) received an amended Schedule 13G (Amendment No. 3) from Westchester Capital Management, LLC, Virtus Investment Advisers, LLC, and The Merger Fund reporting 0 shares and 0% beneficial ownership of the company’s common stock. The reported Date of Event is 09/30/2025.

Each reporting person lists no voting or dispositive power over any shares. As context, shares outstanding were 181,207,392 as of September 24, 2025, as reported by the issuer. The filers classify as investment advisers (IA) and an investment company (IV) and certify the securities were held in the ordinary course and not to change or influence control.

Kodiak AI, Inc. (KDK) received an amended Schedule 13G (Amendment No. 3) from Westchester Capital Management, LLC, Virtus Investment Advisers, LLC, and The Merger Fund reporting 0 shares and 0% beneficial ownership of the company’s common stock. The reported Date of Event is 09/30/2025.

Each reporting person lists no voting or dispositive power over any shares. As context, shares outstanding were 181,207,392 as of September 24, 2025, as reported by the issuer. The filers classify as investment advisers (IA) and an investment company (IV) and certify the securities were held in the ordinary course and not to change or influence control.

Kodiak AI, Inc. filed Amendment No. 2 to its Form 8-K to provide updated unaudited pro forma condensed combined financial information following the consummation of the business combination between Ares Acquisition Corporation II and Kodiak Robotics, Inc.

The update incorporates the Company’s financial results for the quarter ended September 30, 2025 and presents pro forma information for the nine months ended September 30, 2025 and for the year ended December 31, 2024, as set forth in Exhibit 99.1. The company stated that, aside from these pro forma updates, no other information from the prior 8-K filings is amended.

Kodiak AI’s securities are listed on Nasdaq under common stock ticker KDK and redeemable warrants ticker KDKRW, with each warrant exercisable for one share at an exercise price of $9.28.

Kodiak AI, Inc. filed Amendment No. 2 to its Form 8-K to provide updated unaudited pro forma condensed combined financial information following the consummation of the business combination between Ares Acquisition Corporation II and Kodiak Robotics, Inc.

The update incorporates the Company’s financial results for the quarter ended September 30, 2025 and presents pro forma information for the nine months ended September 30, 2025 and for the year ended December 31, 2024, as set forth in Exhibit 99.1. The company stated that, aside from these pro forma updates, no other information from the prior 8-K filings is amended.

Kodiak AI’s securities are listed on Nasdaq under common stock ticker KDK and redeemable warrants ticker KDKRW, with each warrant exercisable for one share at an exercise price of $9.28.