Pony AI (PONY) appoints joint company secretary with HKEX waiver

Rhea-AI Filing Summary

Pony AI Inc. has appointed its chief financial officer, Dr. Haojun Wang, as a joint company secretary effective June 10, 2026, alongside existing secretary Mr. Ng Tung Ching Raphael.

The company obtained a three-year waiver from strict compliance with Hong Kong Listing Rules 3.28 and 8.17 while Dr. Wang gains relevant company secretarial experience and professional training, supported by Mr. Ng’s qualifications and ongoing involvement.

Key Figures

Effective appointment date: June 10, 2026 Dr. Wang age: 49 years Professional training requirement: No less than 15 hours per year +3 more

6 metrics

Effective appointment date June 10, 2026 Start date for Dr. Wang as joint company secretary

Dr. Wang age 49 years Age of newly appointed joint company secretary

Professional training requirement No less than 15 hours per year Annual company secretary training under Rule 3.29

Waiver period Three years HKEX waiver from Rules 3.28 and 8.17

Mr. Ng experience Over 15 years Experience in legal and company secretarial domains

Service with group Since December 2016 Dr. Wang’s tenure at Pony AI

Key Terms

joint company secretary, Listing Rules, waiver, corporate governance, +2 more

6 terms

joint company secretary financial

"has been appointed as the joint company secretary of the Company"

Listing Rules regulatory

"Pursuant to Rule 8.17 of the Rules Governing the Listing of Securities"

Listing rules are the set of requirements a stock exchange and regulators impose on companies to join and stay on the exchange, covering things like financial reporting, disclosures, governance and minimum size. They matter to investors because those rules create a basic level of transparency and behavior—think of them as marketplace rules that make it easier to compare sellers, reduce surprises, and protect liquidity and value; breaking the rules can lead to fines, trading suspensions or delisting.

waiver regulatory

"the Stock Exchange has granted, a waiver from strict compliance with Rules 3.28 and 8.17"

corporate governance financial

"specializing in corporate governance and compliance"

Corporate governance is the system of rules, roles and oversight that determines how a company is directed and controlled, including the responsibilities of its board, executives and shareholders. Like the steering wheel and map for a car trip, it shapes decisions, sets checks on power and defines who can hold leaders accountable; strong governance reduces risk, builds trust and helps investors judge whether a company is likely to protect capital and deliver reliable returns.

weighted voting rights financial

"A company controlled through weighted voting rights and incorporated in the Cayman Islands"

A system where some shares carry more voting power than others so certain owners can control corporate decisions with fewer shares. Think of it like tickets to a meeting where some tickets count for five votes and others for one: it lets founders or insiders steer strategy and board picks even if they don't own most of the stock. For investors this affects corporate governance, the protection of minority shareholders, and how much influence public holders have over major decisions.

external company secretary financial

"associated with the appointment of an external company secretary as set out in the Stock Exchange’s Corporate Governance Guide"

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Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission file number: 001-42409

Pony AI Inc.

(Exact Name of Registrant as Specified in Its Charter)

1301 Pearl Development Building

1 Mingzhu 1st Street, Hengli Town, Nansha District

Guangzhou, People’s Republic of China, 511458

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x             Form 40-F ¨

EXHIBIT INDEX

Exhibit No.		Description
99.1		Announcement — Appointment of Joint Company Secretary

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.

	Pony AI Inc.
Date: June 10, 2026	By:	/s/ Jun Peng
		Name: Dr. Jun Peng
		Title:   Chairman of the Board, Chief Executive Officer

Exhibit 99.1

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Pony AI Inc.

小馬智行*

(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability)

(Stock code: 2026)

APPOINTMENT OF JOINT COMPANY SECRETARY;
WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28
AND 8.17 OF THE LISTING RULES; AND
FURTHER INFORMATION ON EXTERNAL JOINT
COMPANY SECRETARY APPOINTMENT

The board (the “Board”) of directors (the “Director(s)”) of Pony AI Inc. (the “Company”, together with its subsidiaries, the “Group”) is pleased to announce that Dr. Haojun Wang (“Dr. Wang”) has been appointed as the joint company secretary of the Company (the “Joint Company Secretary”) with effect from June 10, 2026. Mr. Ng Tung Ching Raphael (“Mr. Ng”), the existing company secretary of the Company, will continue to serve as the other Joint Company Secretary.

The biographical details of Dr. Wang and Mr. Ng are as follows, respectively:

Dr. Wang

Dr. Haojun Wang (王皓俊), aged 49, is chief financial officer of the Company, and is responsible for the corporate financing transactions, financial planning and management matters and human resources of the Group. Dr. Wang joined the Group in December 2016.

Prior to joining the Group, Dr. Wang served as an architect at Baidu (a company listed on both The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) and Nasdaq, Nasdaq: BIDU, HKEX: 9888) from March 2014. Prior to that, Dr. Wang served as a software developer at IBM (a company listed on the New York Stock Exchange, NYSE: IBM) from December 2008. Earlier in his career, he worked at Shanghai Online since August 1998. Dr. Wang has also served as outside director of PonyLink Co., Ltd. (a company listed on the Korea Exchange, KOSDAQ: 064800) since March 2024.

Dr. Wang obtained a bachelor’s degree in information and control engineering from Shanghai Jiao Tong University (上海交通大學) in the PRC in July 1998 and a doctorate degree in computer science from the University of Southern California in the United States in May 2009.

*    For identification purpose only

1

Mr. Ng

Mr. Ng is a seasoned professional with over 15 years of extensive experience in the legal and company secretarial domains, specializing in corporate governance and compliance. He currently serves as the Assistant Vice President, Entity Solutions of Computershare Hong Kong Investor Services Limited.

Mr. Ng holds a Master’s Degree in Chinese Business Law from The Chinese University of Hong Kong and a Master’s Degree in Professional Accounting and Corporate Governance from The City University of Hong Kong. He earned his Bachelor’s Degree in Law from Manchester Metropolitan University. Mr. Ng is a Fellow of both The Hong Kong Chartered Governance Institute (“HKCGI”) and The Chartered Governance Institute in the United Kingdom. He also possesses the practitioner’s endorsement from HKCGI.

WAIVER FROM STRICT COMPLIANCE WITH RULES 3.28 AND 8.17 OF THE LISTING RULES

Pursuant to Rule 8.17 of the Rules Governing the Listing of Securities (the “Listing Rules”) on the Stock Exchange, the issuer must appoint a company secretary who satisfies Rule 3.28 of the Listing Rules. Pursuant to Rule 3.28 of the Listing Rules, an issuer must appoint a company secretary who, by virtue of his/her academic or professional qualifications or relevant experience is in the opinion of the Stock Exchange, capable of discharging the functions of company secretary.

Although Dr. Wang currently does not have the qualifications as required under Rule 3.28 of the Listing Rules, the Company is of the view that Dr. Wang should be appointed as a Joint Company Secretary and is capable of discharging the relevant duties, having considered Dr. Wang’s thorough understanding of the strategy, business and day-to-day management of the Company, in-depth involvement in corporate governance practice, as well as his familiarity with relevant regulatory requirements. The Company would ensure, and Dr. Wang has undertaken, that he will attend no less than 15 hours of relevant professional training that is relevant to a company secretary’s roles and duties in each financial year to comply with the annual professional training requirements set out in Rule 3.29 of the Listing Rules.

Mr. Ng, the current company secretary who fully meets the requirements stipulated under Rules 3.28 and 8.17 of the Listing Rules, will serve as the other Joint Company Secretary and assist Dr. Wang in jointly performing the functions of the Joint Company Secretary for a term of at least three years.

The Company has applied to the Stock Exchange for, and the Stock Exchange has granted, a waiver from strict compliance with Rules 3.28 and 8.17 of the Listing Rules (the “Waiver”) for a period of three years from the effective date of appointment of Dr. Wang as a Joint Company Secretary (the “Waiver Period”) on the following conditions:

(i) Dr. Wang must be assisted by Mr. Ng during the Waiver Period; and

(ii) the Waiver could be revoked if there are material breaches of the Listing Rules by the Company.

2

Before the end of the Waiver Period, the Company must demonstrate and seek confirmation from the Stock Exchange that Dr. Wang, having had the benefit of Mr. Ng’s assistance during the Waiver Period, has attained the relevant experience and is capable of discharging the functions of company secretary under Rule 3.28 of the Listing Rules such that a further waiver will not be necessary. The Stock Exchange may withdraw or change the terms of the Waiver if the Company’s situation changes.

The Board wishes to take this opportunity to extend a warm welcome to Dr. Wang on his new appointment as the Joint Company Secretary.

FURTHER INFORMATION ON EXTERNAL JOINT COMPANY SECRETARY APPOINTMENT

The Board has taken into account the relevant considerations associated with the appointment of an external company secretary as set out in the Stock Exchange’s Corporate Governance Guide for Boards and Directors, including matters relating to familiarity with the Company’s affairs, communication arrangements and the allocation of time and responsibilities. The Company noted that Mr. Ng has been appointed as the company secretary of certain other listed issuers of the Stock Exchange up to the date of this announcement. To support the effective discharge of Mr. Ng’s functions as a Joint Company Secretary, the Company has put in place appropriate arrangements to ensure effective communication, coordination and oversight:

(i) Mr. Ng maintains regular and direct communication with designated personnel of the Company, ensuring that he is kept closely apprised of material developments, corporate actions and governance matters on a timely and ongoing basis;

(ii) the Company has established internal coordination and reporting protocols to facilitate the prompt escalation and effective communication of relevant information, in particular matters relating to corporate governance, regulatory compliance and Board procedures to Mr. Ng;

(iii) the Company has established an effective communication channel, including both formal and ad hoc arrangements, which are in place to enable timely and seamless exchange of information between the Company and Mr. Ng, particularly in respect of time-sensitive matters;

(iv) Mr. Ng will work closely with Dr. Wang, the other Joint Company Secretary, providing ongoing guidance and support on corporate governance and compliance matters, including the practical application of the Listing Rules and other regulatory requirements, and assisting in ensuring proper handling of company secretarial functions; and

(v) Mr. Ng remains readily accessible to the Board and the Company, and has put in place appropriate work allocation and prioritisation arrangements, enabling him to respond to the Company’s needs in a timely manner and to devote sufficient time and attention to the Company’s affairs on an ongoing basis, thereby enhancing the overall effectiveness and responsiveness of the company secretarial function.

3

The Board considers that the above arrangements, together with Mr. Ng’s ongoing involvement in the Company’s affairs, provide a sound and effective framework for the discharge of the company secretarial function. The Board will continue to monitor and periodically review such arrangements to ensure their continued effectiveness and alignment with regulatory expectations.

By order of the Board
Pony AI Inc.
Dr. Jun Peng
Chairman of the Board and Chief Executive Officer

Hong Kong, June 10, 2026

As of the date of this announcement, the Board comprises: (i) Dr. Jun Peng and Dr. Tiancheng Lou as executive directors; (ii) Mr. Fei Zhang and Mr. Takeo Hamada as non-executive directors; and (iii) Mr. Jackson Peter Tai, Dr. Mark Qiu and Ms. Asmau Ahmed as independent non-executive directors.

4

FAQ

What governance change did Pony AI (PONY) announce in this 6-K filing?

Pony AI announced that its CFO, Dr. Haojun Wang, has been appointed joint company secretary effective June 10, 2026, sharing the role with existing secretary Mr. Ng. This formalizes a dual-company-secretary structure for the group’s governance and compliance work.

Who is Dr. Haojun Wang at Pony AI (PONY) and what is his background?

Dr. Haojun Wang is Pony AI’s chief financial officer and newly appointed joint company secretary. He joined the group in 2016, has prior roles at Baidu and IBM, serves as an outside director of PonyLink Co., Ltd., and holds engineering and computer science degrees.

Why did Pony AI (PONY) seek a waiver from Hong Kong Listing Rules 3.28 and 8.17?

Pony AI sought a waiver because Dr. Wang does not yet meet the formal qualification requirements under Rule 3.28. The company believes he can discharge company secretarial duties, and the waiver allows three years for him to build experience while working alongside fully qualified joint secretary Mr. Ng.

What conditions apply to Pony AI’s (PONY) three-year waiver for its joint company secretary?

The waiver lasts three years from Dr. Wang’s appointment. During this period, he will work with qualified joint secretary Mr. Ng and attend at least 15 hours of relevant professional training each financial year. Before the waiver ends, the company must demonstrate his capability under Rule 3.28.

What experience does Mr. Ng bring as Pony AI (PONY)’s external joint company secretary?

Mr. Ng has over 15 years of experience in legal and company secretarial work focused on corporate governance and compliance. He serves as Assistant Vice President, Entity Solutions at Computershare Hong Kong Investor Services Limited and is a fellow of major governance institutes in Hong Kong and the UK.

How will Pony AI (PONY) support effective company secretarial work under the joint structure?

Pony AI considered Hong Kong Stock Exchange corporate governance guidance and put arrangements in place for communication, coordination and oversight. The board believes these, plus Mr. Ng’s ongoing involvement, create an effective framework and will periodically review the arrangements for continued alignment with regulatory expectations.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EXHIBIT 99.1 24.1 KB