Item 5. Other Information
Item 5. Other Information
During the three months ended June 30, 2025, the following executive officers adopted Rule 10b5‑1 trading arrangements, as defined under Exchange Act Rule 10b5‑1(c):
• Mr. Yueting Jia , Global Co‑CEO , adopted a Rule 10b5‑1 trading plan on May 27, 2025 , providing for the purchase of up to $ 560,000 of the Company’s Class A common stock. The planned purchase represents the after‑tax portion of a $1.2 million signing bonus awarded in April 2025 in connection with his appointment as Global Co‑CEO. This trading plan expires on August 25, 2026 .
• Mr. Jerry Wang , President , adopted a Rule 10b5‑1 trading plan on May 27, 2025 , providing for the purchase of up to $ 50,000 of the Company’s Class A common stock. This trading plan expires on August 22, 2026 .
• Mr. Koti Meka , Chief Financial Officer , adopted a Rule 10b5‑1 trading plan on June 12, 2025 , providing for the purchase of up to $ 20,000 of the Company’s Class A common stock. This trading plan expires on September 15, 2026.
Effective August 6, 2025, the Company, upon the approval of the Board, implemented certain temporary governance adjustments (such period of time during which these temporary governance adjustments remains effective, the “Temporary Governance Adjustments Period”), such that YT Jia, the Global Co-CEO of the Company, will temporarily refrain from performing oversight of the Company’s finance, legal, accounting and public reporting obligations (collectively, the “Excluded Functions”) while the SEC’s investigation regarding the Wells Notices received by the Company, Mr. Jia and Mr. Wang, discussed in further detail above, remains open. During such Temporary Governance Adjustments Period, Mr. Aydt will be delegated the Excluded Functions.
On August 13, 2025, the Company's Board of Directors approved the following compensation adjustments for Koti Meka, Chief Financial Officer: (i) base annual salary was increased from $350,000 to $380,000, effective August 16, 2025; (ii) additional restricted stock units valued at $400,000 based on the closing price on August 16, 2025, with a four-year pro-rata vesting schedule, on an annual basis, beginning August 16, 2026; and (iii) a $30,000 cash bonus payable on August 31, 2025.
100
Item 6. EXHIBITS
Exhibit No.
Description of Exhibits
Incorporation by Reference
3.1
Thir d 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.
3.2 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 Certificate of Elimination of Series A Preferred Stock
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.
3.6 Fourth Certificate of Amendment to Third Amended and Restated Certificate of Incorporation of Faraday Future Intelligent Electric Inc.
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
3.8 Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock, dated January 22, 2025.
Exhibit 3.1 to the Current Report on Form 8-K filed on January 31, 2025
3.9 Certificate of Amendment to Amended and Restated Certificate of Incorporation of Faraday Future Intelligent Electric Inc.
Exhibit 3.1 to the Current Report on Form 8-K filed on March 11, 2025
3.10 Certificate of Elimination of Series A Preferred Stock.
Exhibit 3.2 to the Current Report on Form 8-K filed on March 11, 2025
3.11 Form of Certificate of Designation of Preferences, Rights and Limitations of Series B Preferred Stock
Exhibit 3.1 to the Current Report on Form 8-K filed on March 24, 2025
3.12 Certificate of Designation of Preferences, Rights and Limitations of Series B Preferred Stock
Exhibit 3.1 to the Current Report on Form 8-K filed on April 9, 2025
3.13 Certificate of Correction of Certificate of Designation of Preferences, Rights and Limitations of Series B Preferred Stock
Exhibit 3.2 to the Current Report on Form 8-K filed on April 9, 2025
3.14 Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock, dated April 17, 2025
Exhibit 3.1 to the Current Report on Form 8-K filed on April 17, 2025
3.15 Certificate of Amendment to Amended and Restated Certificate of Incorporation of Faraday Future Intelligent Electric Inc.
Exhibit 3.1 to the Current Report on Form 8-K filed on May 29, 2025
3.16 Certificate of Elimination of Series A Preferred Stock
Exhibit 3.2 to the Current Report on Form 8-K filed on May 29, 2025
3.17 Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock
Exhibit 3.1 to the Current Report on Form 8-K filed on August 8, 2025
4.1 Form of Common Warrant
Exhibit 4.1 to the Current Report on Form 8-K filed on March 24, 2025
4.2 Form of Incremental Warrant
Exhibit 4.2 to the Current Report on Form 8-K filed on March 24, 2025
4.3 Form of Unsecured Note
Exhibit 4.3 to the Current Report on Form 8-K filed on March 24, 2025
4.4 Form of Placement Agent Warrant
Exhibit 4.4 to the Current Report on Form 8-K filed on March 24, 2025
4.5 Form of Unsecured Note
Exhibit 4.1 to the Current Report on Form 8-K filed on July 16, 2025
4.6 Form of Common Warrant
Exhibit 4.2 to the Current Report on Form 8-K filed on July 16, 2025
10.1 September Letter Agreement, dated January 28, 2025, by and between the Company and the purchasers party thereto.
Exhibit 10.1 to the Current Report on Form 8-K filed on January 31, 2025
10.2 December Letter Agreement, dated January 28, 2025, by and between the Company and the purchasers party thereto.
Exhibit 10.2 to the Current Report on Form 8-K filed on January 31, 2025
10.3 Purchase Agreement dated January 28, 2025, by and between the Company and Matthias Aydt.
Exhibit 10.3 to the Current Report on Form 8-K filed on January 31, 2025
101
Exhibit No.
Description of Exhibits
Incorporation by Reference
10.4 Securities Purchase Agreement, dated March 21, 2025, by and among Faraday Future
Exhibit 10.1 to the Current Report on Form 8-K filed on March 24, 2025
10.5 Offer Letter, dated March 24, 2025, by and between Faraday Future Intelligent Electric Inc. and Jiawei (Jerry) Wang
Exhibit 10.5 to the Form 10-Q filed on May 09, 2025
10.6 Placement Agency Agreement, dated March 21, 2025, by and between Faraday Future
Exhibit 10.2 to the Current Report on Form 8-K filed on March 24, 2025
10.7 Purchase Agreement dated April 17, 2025, by and between the Company and Matthias Aydt
Exhibit 10.1 to the Current Report on Form 8-K filed on April 17, 2025
10.8 Offer Letter, dated April 23, 2025, by and between Faraday Future Intelligent Electric Inc. and Yueting Jia.
Exhibit 10.1 to the Current Report on Form 8-K filed on April 25, 2025
10.9 Form of SPA Waiver
Exhibit 10.1 to the Current Report on Form 8-K filed on May 15, 2025
10.10 Securities Purchase Agreement, dated July 14, 2025, by and among Faraday Future Intelligent Electric Inc. and the parties thereto.
Exhibit 10.1 to the Current Report on Form 8-K filed on July 16, 2025
10.11 Purchase Agreement Dated August 5, 2025, by and Between the Company and Matthias Aydt
Exhibit 10.1 to the Current Report on Form 8-K filed on August 8, 2025
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
N/A
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
N/A
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
N/A
32.2***
Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
N/A
101.INS
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
*
Filed herewith.
***
Furnished herewith.
102
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Faraday Future Intelligent Electric Inc.
Date:
August 19, 2025 By:
/s/ Matthias Aydt
Matthias Aydt
Global Co-Chief Executive Officer
Principal Executive Officer
Date: August 19, 2025 By: /s/ Koti Meka
Koti Meka
Chief Financial Officer
Principal Financial and Accounting Officer
103
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.