OTHER INFORMATION
−Removed: No director or officer of the Company entered into or terminated a 10b5-1 or similar trading plan during the three months ended March 31, 2024.
+Added: No director or Section 16 officer of the Company entered into, modified or terminated a Rule 10b5-1 trading arrangement or any non-Rule 105b-1 trading arrangement during the three months ended June 30, 2024.
+Added: Settlement Agreement
+Added: As previously disclosed, in July 2023, Palantir Technologies, Inc.
+Added: (“Palantir”) filed a demand for arbitration against the Company related to the July 12, 2021 Master Subscription Agreement (“MSA”), and in March 2024, the Company and Palantir entered into a settlement and release agreement (the “Settlement and Release Agreement”) pursuant to which, among other things, the Company agreed to pay Palantir $5.0 million in four quarterly installments in 2024 (the “Fees”).
+Added: On August 9, 2024, the Company and Palantir entered into an amendment to the Settlement and Release Agreement pursuant to which, in lieu of paying the remaining $4.8 million in cash, the Company agreed to issue Palantir $2.4 million of Common Stock by August 9, 2024, and $2.4 million in Common Stock by October 1, 2024.
+Added: The Company further agreed to register the shares under the Securities Act for resale by Palantir.
+Added: The foregoing description of the amendment to the Settlement and Release Agreement is qualified in its entirety by reference to the amendment to the Settlement and Release Agreement, a copy of which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ending September 30, 2024.
Description of Exhibits Incorporation by Reference
5 unchanged sentences
Exhibit 3.1 to the Current Report on Form 8-K filed on February 26, 2024.
+Added: 3.4 Third Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of the Company
+Added: Exhibit 3.1 to the Current Report on Form 8-K filed on August 1, 2024.
3.5 Amended and Restated Bylaws of the Company
Exhibit 3.2 to the Current Report on Form 8-K filed on June 16, 2023.
−Removed: 10.1 Settlement Agreement, dated March 11, 2024, by and between the Faraday Future Intelligent Electric Inc.
−Removed: and Palantir Technologies, Inc.
−Removed: Exhibit 10.88 to the Annual Report on Form 10-K filed on May 28, 2024.
+Added: 10.1+ Faraday Future Intelligent Electric Inc.
+Added: Amended and Restated 2021 Stock Incentive Plan, effective June 20, 2024
+Added: Faraday Future Intelligent Electric Inc.
+Added: Amended and Restated 2021 Stock Incentive Plan, effective June 20, 2024
+Added: 10.2 Purchase Agreement, dated June 21, 2024, by and between the Company and Matthias Aydt
+Added: Exhibit 10.1 to the Current Report on Form 8-K filed on June 24, 2024.
31.1* Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
8 unchanged sentences
** Furnished herewith.
−Removed: Portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
+Added: + Designates a management compensation plan, contract or arrangement.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Faraday Future Intelligent Electric Inc.
−Removed: July 30, 2024
+Added: August 14, 2024
/s/ Matthias Aydt
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.