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|8-KFeb 5, 5:00 PM ET

FARADAY FUTURE INTELLIGENT ELECTRIC INC. 8-K

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Faraday Future Files 8-K: Agrees to $10M Stock Purchase with Investor

What Happened
Faraday Future Intelligent Electric Inc. announced it entered into a Securities Purchase Agreement on January 30, 2026 to sell $10.0 million of Class A common stock to an accredited investor. The per-share price at closing will be equal to 100% of the Class A closing price immediately prior to the closing. The Subscription Amount is to be provided to the Investor by AIxCrypto Holdings Inc., a subsidiary of the company, under an entrusted agreement between the Investor and AIxC. The closing is subject to customary conditions.

Key Details

  • Signing date: January 30, 2026; Subscription Amount: $10,000,000.
  • Per-share price: equal to the market closing price immediately prior to the closing (the “Initial Price”).
  • Anti-dilution True-Up: if FFIE issues shares or convertible/ exchangeable securities at a price below the then-effective per-share price before the earlier of (a) six months after closing or (b) the date the registration statement is declared effective, the company must issue additional “True‑Up” shares to the Investor (formula specified in the agreement); issuance capped so Investor’s total does not exceed 19.99% of Class A outstanding immediately prior to the January 30, 2026 signing (subject to adjustments).
  • Registration rights: the company agreed to file a registration statement covering the Subject Shares on or before April 20, 2026 and to seek effectiveness within 45 days of filing.
  • The filing also discloses the sale as an unregistered sale of equity securities and attaches the Purchase Agreement as Exhibit 10.1.

Why It Matters
This agreement provides the company with a committed $10M equity financing and gives the investor protections against dilution via the True‑Up mechanism. The registration filing will enable resale of the shares once effective. For investors, the deal may increase shares outstanding and potentially change ownership concentration (the investor could receive up to 19.99% of Class A stock on a capped basis), and the True‑Up terms can lead to additional share issuance if the company sells stock at lower prices within the defined period.