Jordan S. Coleman - Sep 24, 2025 Form 4 Insider Report for Kodiak Al, Inc. (KDK)

Signature
/s/ Bobby Brown, by power of attorney
Stock symbol
KDK
Transactions as of
Sep 24, 2025
Transactions value $
$0
Form type
4
Date filed
9/24/2025, 09:50 PM

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Coleman Jordan S. Chief Legal and Policy Officer C/O KODIAK AI, INC., 1049 TERRA BELLA AVENUE, MOUNTAIN VIEW /s/ Bobby Brown, by power of attorney 2025-09-24 0002080470
This filing has been restated, see here for the amended filing

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KDK Common Stock Award +4.47K 4.47K Sep 24, 2025 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KDK Stock Option (Right to buy) Award +665K 665K Sep 24, 2025 Common Stock 665K $0.51 Direct F1, F3, F4
transaction KDK Stock Option (Right to buy) Award +134K 134K Sep 24, 2025 Common Stock 134K $0.35 Direct F1, F3, F4
transaction KDK Stock Option (Right to buy) Award +733K 733K Sep 24, 2025 Common Stock 733K $0.68 Direct F1, F4, F5
transaction KDK Stock Option (Right to buy) Award +132K 132K Sep 24, 2025 Common Stock 132K $0.68 Direct F1, F4, F6
transaction KDK Stock Option (Right to buy) Award +366K 366K Sep 24, 2025 Common Stock 366K $0.68 Direct F1, F4, F7
transaction KDK Stock Option (Right to buy) Award +733K 733K Sep 24, 2025 Common Stock 733K $0.68 Direct F1, F4, F8
transaction KDK Stock Option (Right to buy) Award +141K 141K Sep 24, 2025 Common Stock 141K $0.68 Direct F1, F4, F9
transaction KDK Stock Option (Right to buy) Award +662K 662K Sep 24, 2025 Common Stock 662K $0.47 Direct F1, F4, F10
transaction KDK Stock Option (Right to buy) Award +143K 143K Sep 24, 2025 Common Stock 143K $6.84 Direct F1, F4, F11
transaction KDK Restricted Stock Units Award $0 +665K $0.00 665K Sep 24, 2025 Common Stock 665K Direct F12, F13
transaction KDK Restricted Stock Units Award $0 +134K $0.00 134K Sep 24, 2025 Common Stock 134K Direct F12, F13
transaction KDK Restricted Stock Units Award $0 +733K $0.00 733K Sep 24, 2025 Common Stock 733K Direct F12, F14
transaction KDK Restricted Stock Units Award $0 +132K $0.00 132K Sep 24, 2025 Common Stock 132K Direct F12, F15
transaction KDK Restricted Stock Units Award $0 +366K $0.00 366K Sep 24, 2025 Common Stock 366K Direct F12, F16
transaction KDK Restricted Stock Units Award $0 +733K $0.00 733K Sep 24, 2025 Common Stock 733K Direct F12, F17
transaction KDK Restricted Stock Units Award $0 +141K $0.00 141K Sep 24, 2025 Common Stock 141K Direct F12, F18
transaction KDK Restricted Stock Units Award $0 +662K $0.00 662K Sep 24, 2025 Common Stock 662K Direct F12, F19
transaction KDK Restricted Stock Units Award $0 +143K $0.00 143K Sep 24, 2025 Common Stock 143K Direct F12, F20
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of securities acquired in connection with the transactions consummated on September 24, 2025 pursuant to that certain Business Combination Agreement, dated April 14, 2025 (the "Business Combination Agreement"), by and among Kodiak AI, Inc. (f/k/a Ares Acquisition Corporation II) (the "Issuer"), AAC II Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Kodiak Robotics, Inc. ("Legacy Kodiak"), pursuant to which Merger Sub merged with and into Legacy Kodiak, with Legacy Kodiak as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination").
F2 In connection with the closing of the Business Combination, each share of Legacy Kodiak common stock ("Legacy Kodiak Common Stock"), issued and outstanding immediately prior to the effective time of the merger was, pursuant to the Business Combination Agreement, canceled and converted into the right to receive a number of shares of Common Stock of the Issuer (the ratio of such conversion, the "Common Stock Exchange Ratio").
F3 All of the shares subject to this option are fully vested and exercisable as of the date hereof.
F4 In connection with the closing of the Business Combination, each outstanding option to purchase shares of Legacy Kodiak Common Stock, whether vested or unvested, was exchanged for a comparable option to purchase that number of shares of Common Stock of the Issuer based on the Common Stock Exchange Ratio. The exercise price for each such option was also accordingly adjusted based on the Common Stock Exchange Ratio.
F5 1/8th of the shares subject to the option vested on June 15, 2022 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F6 1/8th of the shares subject to the option vested on December 15, 2022 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F7 1/8th of the shares subject to the option vested on June 15, 2023 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F8 1/8th of the shares subject to the option vested on September 8, 2023 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F9 1/8th of the shares subject to the option vested on December 15, 2023 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F10 1/8th of the shares subject to the option vested on January 1, 2025 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F11 1/8th of the shares subject to the option vest on December 30, 2025 and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F12 These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock.
F13 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (3) above, subject to the Reporting Person continuing as a service provider through each such date.
F14 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (5) above.
F15 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (6) above.
F16 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (7) above.
F17 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (8) above.
F18 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (9) above.
F19 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (10) above.
F20 The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (11) above.