SES AI Corp 8-K

What Happened

• SES AI Corporation announced on April 23, 2026 that it released a shareholder letter with a business update and its financial results for the fiscal quarter ended March 31, 2026 (shareholder letter and related press release were furnished as Exhibits 99.1–99.2). The company also announced a CFO transition in a separate press release.
• The board appointed Yi (Ray) Liu as Chief Financial Officer, effective April 27, 2026. Mr. Liu joins from Adyen, where he served as North America Chief Risk and Control Officer (Jan 2022–Apr 2026), and previously held senior roles at MetLife Investment Management and Emerson Electric. Current CFO Jing Nealis will step down effective April 27, 2026 and assist in the transition through May 15, 2026.

Key Details

• Date of filing/announcements: April 23, 2026; quarter ended: March 31, 2026.
• New CFO package: $375,000 annual base salary; target annual performance bonus of 50% of base salary; $25,000 cash signing bonus; restricted stock units valued at $375,000 at grant.
• Departure terms for Jing Nealis: acceleration of vesting for 117,500 restricted stock units (subject to release of claims) and extension of post‑termination option exercise period through December 31, 2026.
• The company furnished press releases under Regulation FD; full Offer Letter and Separation Letter will be filed as exhibits to the company’s Form 10‑Q for the quarter ended June 30, 2026.

Why It Matters

• The company formally released its quarterly financial results and business update, which investors should review for revenue, earnings, cash flow, and operational trends (details in the furnished shareholder letter and press release).
• The CFO change is material to financial leadership and reporting. Mr. Liu’s compensation package includes cash and equity that may affect share count/dilution when RSUs vest; the accelerated vesting and extended option terms for the outgoing CFO are notable for governance and expense considerations.
• Investors should watch the forthcoming 10‑Q filing (which will include the Offer and Separation Letters) for additional contractual details and any quantified financial metrics disclosed in the shareholder letter.