SCHEDULE: Tianqi Lithium Boosts Stake in SES AI to 7.8%

Tianqi Lithium Corporation and its subsidiary Tianqi Lithium HK Co., Ltd. have reported a beneficial ownership of 7.8% in SES AI Corp's Class A common stock, including earn-out shares.

Summary

• Tianqi Lithium HK Co., Ltd. and its parent company, Tianqi Lithium Corporation, collectively beneficially own 24,922,386 shares of SES AI Corp's Class A common stock.
• This ownership represents 7.8% of the outstanding Class A common stock of SES AI Corp.
• The calculation is based on 321,190,509 shares of Class A Common Stock outstanding as of November 10, 2025, as reported in SES AI Corp's Form 10-Q filed on November 12, 2025.
• The total shares include 22,140,256 currently held shares and 2,782,130 'Earn-Out Shares'.
• The Earn-Out Shares will be issued if the closing price of SES AI Corp's Class A Common Stock is equal to or greater than $18.00 during the period beginning one year after the Business Combination closing and ending five years after such closing.

Sentiment

Score: 6

Explanation: The filing is a factual disclosure of beneficial ownership. However, a significant stake by a major industry player like Tianqi Lithium, especially with earn-out provisions, can be interpreted as a positive signal of confidence in SES AI Corp's future, hence a slightly positive score.

Positives

• A significant stake (7.8%) by a major global lithium producer like Tianqi Lithium could signal confidence in SES AI Corp's technology and future prospects.
• The inclusion of earn-out shares tied to a $18.00 stock price target suggests a potential upside for SES AI Corp's valuation if certain performance milestones are met.

Risks

• Tianqi Lithium's full beneficial ownership, specifically the 2,782,130 Earn-Out Shares, is contingent on SES AI Corp's Class A Common Stock reaching a closing price of $18.00 within a specified five-year window following the Business Combination, posing a risk to Tianqi Lithium if this condition is not met.

Future Outlook

The filing indicates a future price target of $18.00 for SES AI Corp's Class A Common Stock, which, if achieved within the specified timeframe, would result in the issuance of additional shares to Tianqi Lithium. This suggests an expectation of significant stock price appreciation.

Management Comments

• Yuway Szetoo, Director of Tianqi Lithium HK Co., Ltd., certified the information set forth in the statement.
• Frank Chun Shing Ha, Chief Executive Officer of Tianqi Lithium Corporation, certified the information set forth in the statement.

Industry Context

Tianqi Lithium Corporation is a global leader in the lithium industry, a critical component for electric vehicle batteries and advanced energy storage solutions. SES AI Corp is focused on developing next-generation lithium-metal batteries. Tianqi's significant stake suggests a strategic interest in advanced battery technology and potential future collaboration or supply chain integration, aligning with broader industry trends towards electrification and sustainable energy.

Stakeholder Impact

• Shareholders of SES AI Corp may view Tianqi Lithium's significant stake as a vote of confidence in the company's technology and market potential, potentially influencing investor sentiment positively.
• Tianqi Lithium, as a significant shareholder, gains increased influence over SES AI Corp's strategic direction and future decisions.

Key Dates

Keywords

SES AI Corp, Tianqi Lithium, Beneficial Ownership, Class A Common Stock, SEC Filing, Schedule 13G, Lithium Industry, Battery Technology, Earn-Out Shares, Strategic Investment