Item 5. Other Information
ITEM 5. OTHER INFORMATION
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.
Settlement Agreement
As previously disclosed, in July 2023, Palantir Technologies, Inc. (“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”).
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. The Company further agreed to register the shares under the Securities Act for resale by Palantir.
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.
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ITEM 6. EXHIBITS
Exhibit No. Description of Exhibits Incorporation by Reference
3.1 Third Amended and Restated Certificate of Incorporation of the Company
Exhibit 3.1 to the Current Report on Form 8-K/A filed on August 29, 2023.
3.2 Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of the Company
Exhibit 3.1 to the Current Report on Form 8-K filed on February 7, 2024.
3.3 Second Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of the Company
Exhibit 3.1 to the Current Report on Form 8-K filed on February 26, 2024.
3.4 Third Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of the Company
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.
10.1+ Faraday Future Intelligent Electric Inc. Amended and Restated 2021 Stock Incentive Plan, effective June 20, 2024
Faraday Future Intelligent Electric Inc. Amended and Restated 2021 Stock Incentive Plan, effective June 20, 2024
10.2 Purchase Agreement, dated June 21, 2024, by and between the Company and Matthias Aydt
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
31.2* Certification of Principal Financial 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
32.1** Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2** Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101 Inline XBRL Document Set for the Unaudited Condensed Consolidated Financial Statements and accompanying notes to Unaudited Condensed Consolidated Financial Statements
104 Cover Page Interactive Data File - formatted in Inline XBRL and included in Exhibit 101
* Filed herewith.
** Furnished herewith.
+ Designates a management compensation plan, contract or arrangement.
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SIGNATURES
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.
Date: August 14, 2024
By: /s/ Matthias Aydt
Name: Matthias Aydt
Title: Global Chief Executive Officer
(Principal Executive Officer)
By: /s/ Jonathan Maroko
Name: Jonathan Maroko
Title: Interim Chief Financial Officer
(Principal Financial and Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.