SEC Filing Summary: SES AI Corp (Form 8-K)
Business Context and Reporting Period
This Current Report on Form 8-K was filed by SES AI Corporation on March 24, 2022. The filing addresses Item 5.02 regarding the departure of directors or certain officers, specifically focusing on the approval of non-equity incentive plan compensation for named executive officers (NEOs) for the fiscal year ended December 31, 2021, and compensation adjustments for the fiscal year ending December 31, 2022.
Key Financial Metrics
The filing does not provide company-wide revenue, profit, cash flow, margins, debt, or liquidity metrics. It focuses exclusively on executive compensation figures:
- Fiscal 2021 Non-Equity Incentive Compensation Earned:
- Dr. Qichao Hu: $175,000 (prorated to $131,250 for Fiscal 2021).
- Mr. Makharia: $97,500 (prorated to $73,125 for Fiscal 2021).
- Ms. Nealis: $105,000 (prorated to $78,750 for Fiscal 2021).
- Recalculated Total Fiscal 2021 Compensation:
- Dr. Qichao Hu: $679,446.
- Mr. Makharia: $1,328,743.
- Ms. Nealis: $8,120,982.
- Fiscal 2022 Approved Base Salaries:
- Dr. Qichao Hu: $530,000.
- Mr. Makharia: $505,000.
- Ms. Nealis: $470,000.
- Fiscal 2022 Target Annual Bonus Opportunities:
- Dr. Qichao Hu: 100% of base salary.
- Mr. Makharia: 60% of base salary.
- Ms. Nealis: 60% of base salary.
Material Changes
The Compensation Committee recalculated total compensation for NEOs for Fiscal 2021 to reflect earned non-equity incentive amounts, updating figures previously reported in the Company's Form S-4 and Form S-1 filings. Additionally, for Fiscal 2022, the Committee eliminated the standalone monthly general allowance and added its annualized amount to base salaries, while increasing target annual performance bonus opportunities.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, outlook, or discussion of risks and contingencies regarding the Company's business operations. The document is strictly limited to the disclosure of executive compensation adjustments and the approval of performance metrics.
Key Facts for Investor Verification
- Verify the updated total compensation figures for NEOs in the Company's previously filed Form S-4 and Form S-1 registration statements.
- Confirm the new base salary and bonus structure for Fiscal 2022 as approved on March 24, 2022.
- Note that the filing does not contain operational financial results for the period.