SES AI Corp (NYSE: SES) CFO shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

SES AI Corp’s Chief Financial Officer, Nealis Jing, had shares withheld to cover taxes on vested RSUs. On this event, 163,968 shares of Class A Common Stock were withheld at $0.9873 per share to satisfy withholding tax obligations, and were not sold in the market.

After this tax-withholding disposition, Jing directly holds 2,342,088 shares of Class A Common Stock, including 906,607 shares underlying restricted stock units that remain subject to forfeiture until they vest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Nealis Jing

Role CHIEF FINANCIAL OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	163,968	$0.9873	$162K

Holdings After Transaction: Class A Common Stock — 2,342,088 shares (Direct)

Footnotes (1)

1. Represents shares withheld to cover the Reporting Person's withholding tax obligations in connection with the vesting of restricted stock units ("RSUs"). These shares were not sold by the Reporting Person. Includes 906,607 shares of Class A Common Stock underlying restricted stock units, which are subject to forfeiture until they vest.

Key Figures

Tax-withheld shares: 163,968 shares Withholding price: $0.9873 per share Shares held after: 2,342,088 shares +1 more

4 metrics

Tax-withheld shares 163,968 shares Shares withheld to cover RSU-related withholding tax obligations

Withholding price $0.9873 per share Value used for RSU-related tax-withholding disposition

Shares held after 2,342,088 shares Total Class A shares directly held by CFO after transaction

Unvested RSU underlying shares 906,607 shares Class A shares underlying RSUs subject to forfeiture until vesting

Key Terms

restricted stock units, withholding tax obligations, Class A Common Stock, tax-withholding disposition

4 terms

restricted stock units financial

"Represents shares withheld to cover the Reporting Person's withholding tax obligations in connection with the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

withholding tax obligations financial

"Represents shares withheld to cover the Reporting Person's withholding tax obligations in connection with the vesting of restricted stock units"

Class A Common Stock financial

"Includes 906,607 shares of Class A Common Stock underlying restricted stock units"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nealis Jing

(Last) (First) (Middle)

C/O SES AI CORPORATION

35 CABOT ROAD

(Street)

WOBURN MASSACHUSETTS 01801

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SES AI Corp [ SES ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF FINANCIAL OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/27/2026		F(1)		163,968	D	$0.9873	2,342,088(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld to cover the Reporting Person's withholding tax obligations in connection with the vesting of restricted stock units ("RSUs"). These shares were not sold by the Reporting Person.

2. Includes 906,607 shares of Class A Common Stock underlying restricted stock units, which are subject to forfeiture until they vest.

	/s/ Kyle Pilkington, Attorney-in-Fact	03/31/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did SES (SES) CFO Nealis Jing report in this Form 4?

SES AI Corp CFO Nealis Jing reported a tax-withholding disposition of 163,968 Class A shares. These shares were withheld by the company to cover withholding tax obligations triggered by restricted stock unit vesting, and were not sold in open-market transactions.

Were SES (SES) shares actually sold by the CFO in this filing?

No, the filing states the shares were withheld to satisfy tax obligations upon RSU vesting. The footnote clarifies these 163,968 shares were not sold by the reporting person but used solely to cover required withholding taxes.

How many SES (SES) shares does the CFO hold after this transaction?

Following the tax-withholding disposition, Nealis Jing holds 2,342,088 Class A shares directly. This total includes both fully vested shares and 906,607 shares underlying restricted stock units that may be forfeited if vesting conditions are not met.

What are restricted stock units (RSUs) in the SES (SES) Form 4?

Restricted stock units are share-based awards that convert into shares when vesting conditions are satisfied. The filing notes 906,607 SES Class A shares are underlying RSUs, which remain subject to forfeiture until they vest under the applicable award terms.

Why were SES (SES) shares withheld for taxes in this Form 4?

Shares were withheld because RSU vesting creates taxable income for the recipient. Instead of the CFO paying cash for taxes, SES withheld 163,968 newly vested shares at $0.9873 each to cover the withholding tax liability associated with that vesting event.

Does this SES (SES) Form 4 indicate any option or derivative exercises?

No, the transaction is classified as a non-derivative tax-withholding event related to RSU vesting. The derivative section shows no remaining derivative positions, and the transaction summary reports no option or other derivative exercises in this particular filing.