ZHANG NING 4
4 · Pony AI Inc. · Filed Jun 29, 2026
Research Summary
AI-generated summary of this filing
Pony AI (PONY) VP Ning Zhang Exercises RSUs, Sells 17,347 Shares
What Happened
Ning Zhang, Vice President of Pony AI (PONY), reported the vesting/settlement of RSUs on 2026-06-25 that converted into 34,917 Class A ordinary shares (reported as derivative conversions). The next day (2026-06-26) Zhang sold 17,347 of those shares in an open-market transaction at $6.86 per share, generating proceeds of $118,993. The conversion entries show $0 cash received (typical for RSU settlement), and the subsequent sale is reported as a mandatory sell-to-cover to satisfy tax withholding.
Key Details
- Conversion/vesting dates: 2026-06-25 — total of 34,917 shares converted from RSUs (3,667 + 1,250 + 10,000 + 20,000). These conversions are coded as "M" (exercise/conversion of derivative).
- Sale: 2026-06-26 — 17,347 shares sold on the open market at $6.86 per share for $118,993. This sale is noted as a non‑discretionary sell‑to‑cover to satisfy income taxes (footnote F2).
- Footnotes: F1/F3 clarify these were RSUs that settled into Class A shares; F4–F7 list original RSU grant dates and vesting schedules (grants dated May 28, 2021; May 15, 2023; Dec 10, 2023; Dec 4, 2024). F8 notes one grant has no expiration.
- Shares owned after transaction: the filing does not disclose total post‑transaction holdings. From these events alone, 34,917 vested and 17,347 were sold, implying 17,570 shares from this settlement remain before counting prior holdings.
- Filing timeliness: Form 4 was filed 2026-06-29 for transactions on 6/25–6/26, which appears to be timely (within the usual two‑business‑day reporting window).
Context
These entries reflect RSU vesting and a routine sell‑to‑cover for taxes, not an open‑market investment purchase. RSU settlements (conversion of a derivative into shares) are coded as "M" on the form; the $0 amounts for the derivative disposals indicate conversion rather than a cash sale. Such sell‑to‑cover transactions are common when equity awards vest and generally do not by themselves indicate a change in the insider’s view of the company.
Insider Transaction Report
- Exercise/Conversion
Class A Ordinary Shares
[F1]2026-06-25+3,667→ 616,206 total - Exercise/Conversion
Class A Ordinary Shares
[F1]2026-06-25+1,250→ 617,456 total - Exercise/Conversion
Class A Ordinary Shares
[F1]2026-06-25+10,000→ 627,456 total - Exercise/Conversion
Class A Ordinary Shares
[F1]2026-06-25+20,000→ 647,456 total - Sale
Class A Ordinary Shares
[F2]2026-06-26$6.86/sh−17,347$118,993→ 630,109 total - Exercise/Conversion
Restricted Stock Units
[F3][F4][F8]2026-06-25−3,667→ 0 total→ Class A Ordinary Shares (3,667 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F5][F8]2026-06-25−1,250→ 4,167 total→ Class A Ordinary Shares (1,250 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F6][F8]2026-06-25−10,000→ 56,667 total→ Class A Ordinary Shares (10,000 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F7][F8]2026-06-25−20,000→ 186,668 total→ Class A Ordinary Shares (20,000 underlying)
Footnotes (8)
- [F1]Reflects restricted stock units (RSUs) that vested and settled into Class A ordinary shares.
- [F2]Represents the number of shares sold by the Reporting Person pursuant to a mandatory non-discretionary sell-to-cover arrangement for the purpose of satisfying income tax liabilities incurred upon vesting of previously reported restricted stock units.
- [F3]Each RSU represents the right to receive, upon vesting, one Class A ordinary share.
- [F4]This RSU award was granted on May 28, 2021. The vesting schedules are 20% of the total RSU granted shall vest on the first anniversary of April 1, 2021, and the remaining 80% of the total RSU granted are scheduled to vest equally with 5% at the 25th day of the last month of each quarter thereafter.
- [F5]This RSU award was granted on May 15, 2023. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of April 1, 2023, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.
- [F6]This RSU award was granted on December 10, 2023. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of November 1, 2023, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.
- [F7]This RSU award was granted on December 4, 2024. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of October 31, 2024, and the remaining 75% of the total RSU granted are scheduled to vest equally with 6.25% at the 25th day of the last month of each quarter thereafter.
- [F8]This grant does not have an expiration date.