Pony AI Inc.·4

Jun 29, 4:09 PM ET

Mo Luyi 4

4 · Pony AI Inc. · Filed Jun 29, 2026

Research Summary

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Pony AI (PONY) VP Mo Luyi Sells 14,460 Shares After RSU Vesting

What Happened Mo Luyi, Vice President of Pony AI (PONY), had multiple restricted stock units (RSUs) vest and convert into Class A ordinary shares on June 25, 2026 (total converted: 29,090 shares). Following the vesting, 14,460 shares were sold in an open-market sell-to-cover transaction on June 26, 2026 at $6.86 per share, yielding $99,190. The remaining shares from the vesting (29,090 − 14,460 = 14,630) appear to have been retained based on these entries.

Key Details

  • Primary transaction dates: June 25, 2026 (RSU conversion/settlement) and June 26, 2026 (open-market sale).
  • Sale details: 14,460 shares sold at $6.86 each for proceeds of $99,190.
  • RSU conversion entries: 3,667; 417; 944; 9,062; and 15,000 shares converted on 6/25 (total 29,090).
  • The filing shows derivative entries with $0.00 disposition price reflecting conversion/settlement of RSUs into shares (code M = exercise/conversion).
  • Purpose of sale: mandatory non-discretionary sell-to-cover to satisfy income tax withholding on vested RSUs (footnote F2).
  • Shares owned after transaction: not explicitly disclosed in the provided entries (net retained from these vesting events ≈14,630 shares).
  • Filing date: June 29, 2026; report covers transactions on June 25–26, 2026. Filing appears timely (not marked late).

Context

  • These transactions are RSU vesting and settlement events (each RSU represents one Class A ordinary share, footnote F3). Several RSU grants from 2021–2024 are noted with standard initial-year vesting followed by quarterly vesting schedules (see footnotes F4–F8).
  • The pattern—conversion of RSUs followed by a sell-to-cover— is a routine tax-withholding mechanism and does not by itself signal insider buying or selling for investment reasons. The net effect here was that roughly half the vested shares were sold to cover taxes and the rest were retained.

Insider Transaction Report

Form 4
Period: 2026-06-25
Mo Luyi
Vice President
Transactions
  • Exercise/Conversion

    Class A Ordinary Shares

    [F1]
    2026-06-25+3,667339,193 total
  • Exercise/Conversion

    Class A Ordinary Shares

    [F1]
    2026-06-25+417339,610 total
  • Exercise/Conversion

    Class A Ordinary Shares

    [F1]
    2026-06-25+944340,554 total
  • Exercise/Conversion

    Class A Ordinary Shares

    [F1]
    2026-06-25+9,062349,616 total
  • Exercise/Conversion

    Class A Ordinary Shares

    [F1]
    2026-06-25+15,000364,616 total
  • Sale

    Class A Ordinary Shares

    [F2]
    2026-06-26$6.86/sh14,460$99,190350,156 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4][F9]
    2026-06-253,6670 total
    Class A Ordinary Shares (3,667 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F5][F9]
    2026-06-254170 total
    Class A Ordinary Shares (417 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F6][F9]
    2026-06-259443,146 total
    Class A Ordinary Shares (944 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F7][F9]
    2026-06-259,06251,355 total
    Class A Ordinary Shares (9,062 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F8][F9]
    2026-06-2515,000140,002 total
    Class A Ordinary Shares (15,000 underlying)
Footnotes (9)
  • [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 June 2, 2022. The vesting schedules are 25% of the total RSU granted shall vest on the first anniversary of April 1, 2022, 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 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.
  • [F7]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.
  • [F8]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.
  • [F9]This grant does not have an expiration date.
Signature
/s/ Luyi Mo|2026-06-29

Documents

1 file
  • 4
    tm2619279-3_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT