OTHER INFORMATION
−Removed: 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.
−Removed: Settlement Agreement
−Removed: As previously disclosed, in July 2023, Palantir Technologies, Inc.
−Removed: (“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”).
−Removed: 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.
−Removed: The Company further agreed to register the shares under the Securities Act for resale by Palantir.
−Removed: 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.
+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 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 Certificate of Elimination of Series A Preferred Stock
+Added: Exhibit 3.2 to the Current Report on Form 8-K filed on August 1, 2024.
3.5 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.
+Added: 3.6 Fourth Certificate of Amendment to Third Amended and Restated Certificate of Incorporation of Faraday Future Intelligent Electric Inc.
+Added: Exhibit 3.2 to the Current Report on Form 8-K filed on August 15, 2024.
3.7 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+ Faraday Future Intelligent Electric Inc.
−Removed: Amended and Restated 2021 Stock Incentive Plan, effective June 20, 2024
+Added: 4.1 Form of Warrant
+Added: Exhibit 4.1 to the Current Report on Form 8-K filed on September 6, 2024.
+Added: 4.2 Form of Incremental Warrant
+Added: Exhibit 4.2 to the Current Report on Form 8-K filed on September 6, 2024.
+Added: 4.3 Form of Placement Agent Warrant
+Added: Exhibit 4.3 to the Current Report on Form 8-K filed on September 6, 2024.
+Added: 4.4 Form of Secured Convertible Note
+Added: Exhibit 4.4 to the Current Report on Form 8-K filed on September 6, 2024.
+Added: 10.1 Master Lease Agreement, dated July 11, 2024, between Faraday&Future Inc.
+Added: and Utica Leaseco, LLC ***
+Added: Exhibit 10.1 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.2 Rider No.
+Added: 1 to Master Lease Agreement, dated July 11, 2024, by and between Faraday&Future Inc.
+Added: and Utica Leaseco, LLC
+Added: Exhibit 10.2 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.3 Rider No.
+Added: 2 to Master Lease Agreement, dated July 11, 2024, by and between Faraday&Future Inc.
+Added: and Utica Leaseco, LLC
+Added: Exhibit 10.3 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.4 Master Lease Guaranty, dated July 11, 2024, by and between Faraday Future Intelligent Electric Inc.
+Added: and Utica Leaseco, LLC
+Added: Exhibit 10.4 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.5 Equipment Schedule to the Master Lease Agreement ***
+Added: Exhibit 10.5 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.6 Rider No.
+Added: 1 to Equipment Schedule, dated July 11, 2024
+Added: Exhibit 10.6 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.7 Post-Closing Agreement, dated July 11, 2024, by and between Faraday&Future Inc.
+Added: and Utica Leaseco, LLC
+Added: Exhibit 10.7 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.8 Amendment No.
+Added: 11 to the Securities Purchase Agreement, dated July 11, 2024, by and among Faraday Future Intelligent Electric Inc.
+Added: and FF Vitality Ventures LLC
+Added: Exhibit 10.8 to the Current Report on Form 8-K filed on July 13, 2024.
+Added: 10.9 Amendment No.
+Added: 12 to the Securities Purchase Agreement, dated July 11, 2024, by and among Faraday Future Intelligent Electric Inc.
+Added: and Senyun International Ltd.
+Added: Exhibit 10.9 to the Current Report on Form 8-K filed on July 13, 2024.
10.10+ Faraday Future Intelligent Electric Inc.
Amended and Restated 2021 Stock Incentive Plan, effective June 20, 2024
−Removed: 10.2 Purchase Agreement, dated June 21, 2024, by and between the Company and Matthias Aydt
−Removed: Exhibit 10.1 to the Current Report on Form 8-K filed on June 24, 2024.
+Added: Exhibit 10.1 to the Current Report on Form 8-K filed on August 1, 2024.
+Added: 10.11 Form of Waiver Agreement, dated August 2, 2024, by and between the Company and the holders party thereto
+Added: Exhibit 10.1 to the Current Report on Form 8-K filed on August 5, 2024.
+Added: 10.12 Securities Purchase Agreement, dated September 5, 2024, by and between the Company and parties thereto
+Added: Exhibit 10.1 to the Current Report on Form 8-K filed on September 6, 2024.
+Added: 10.13 Form of Security Agreement
+Added: Exhibit 10.2 to the Current Report on Form 8-K filed on September 6, 2024
+Added: 10.14 Subordination and Intercreditor Agreement, dated September 5, 2024, by and among Faraday Future Intelligent Electric Inc.
+Added: and the parties thereto
+Added: Exhibit 10.3 to the Current Report on Form 8-K filed on September 6, 2024
+Added: 10.15+ Offer Letter with Koti Meka, dated September 17, 2024
+Added: Exhibit 10.1 to the Current Report on Form 8-K filed on September 18, 2024
+Added: 10.16* Letter Amendment to Settlement Agreement dated August 9, 2024, by and between Faraday&Future, Inc.
+Added: and Palantir Technologies, Inc.
+Added: 10.17* First Amendment to Lease Agreement, dated March 14, 2024, by and between 10701 Idaho Owner, LLC and Faraday&Future Inc.
+Added: 10.18* Second Amendment to Lease Agreement, dated August 27, 2024, by and between 10701 Idaho Owner, LLC and Faraday&Future Inc.
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.
+Added: *** Schedules and certain portions of this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+ Designates a management compensation plan, contract or arrangement.
1 unchanged sentence
Faraday Future Intelligent Electric Inc.
−Removed: August 14, 2024
+Added: November 7, 2024
/s/ Matthias Aydt
2 unchanged sentences
(Principal Executive Officer)
−Removed: /s/ Jonathan Maroko
−Removed: Jonathan Maroko
−Removed: Interim Chief Financial Officer
+Added: /s/ Koti Meka
+Added: Chief Financial Officer
(Principal Financial and Accounting Officer)
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.