Pony AI (PONY) CTO Lou Tiancheng Receives RSUs; Cash-Settles 25,729

What Happened

• Lou Tiancheng, Pony AI’s Chief Technology Officer and a director, had 31,250 restricted stock units (RSUs) vest on September 25, 2026. Of those vested RSUs, 25,729 were settled for cash at $6.89 per share for a total of $177,273, and the remaining 5,521 RSUs were settled into Class A ordinary shares (no cash paid). The RSUs effectively converted to shares with no exercise price to the holder.

Key Details

• Transaction date: September 25, 2026; Form 4 filed September 29, 2026 (timely).
• Cash settlement: 25,729 RSUs cashed at $6.89 per share for $177,273.
• Share settlement: 5,521 RSUs converted into Class A ordinary shares (no purchase price).
• Derivative/transaction code: M (conversion/exercise of a derivative/RSU); D (disposition to issuer for cash settlement).
• Footnotes: RSUs vested and settled into shares (F1); 25,729 vested RSUs were settled in cash based on the issuer’s fair market value under the 2016 share incentive plan (F2); each RSU equals one Class A share (F3); award granted Dec 4, 2024 with standard multi-step vesting schedule (F4); grant has no expiration (F5).
• Shares owned after the transaction: not reported in this Form 4.

Context

• This was a standard RSU vesting event with a partial cash settlement (common for tax withholding or election to cash out). The RSUs had no exercise cost to the insider (zero exercise price), and part of the award was converted into shares while part was converted to cash — not an open-market sale by the insider. This kind of filing documents compensation-related vesting rather than a discretionary buy/sell decision.