What changed in this filing

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Item 1. Business

2026-03-31 compared with 2025-03-31 · 458 added, 526 removed, 184 unchanged (84% of the section changed)

5 unchanged sentences

and Shanghai Faran Automotive Technology Co., Ltd., each of which was organized in the PRC.

References to “PSAC” refer to Property Solutions Acquisition Corp., a Delaware corporation, our predecessor company prior to the consummation of the Business Combination (as defined herein), and “Legacy FF” refers to FF Intelligent Mobility Global Holdings Ltd., an exempted company with limited liability incorporated under the laws of the Cayman Islands, together with its consolidated subsidiaries, prior to the Business Combination.

References to “PSAC” refer to Property Solutions Acquisition Corp., a Delaware corporation, our predecessor company prior to the

consummation of the Business Combination (as defined herein), and “Legacy FF” refers to FF Intelligent Mobility Global Holdings Ltd., an exempted company with limited liability incorporated under the laws of the Cayman Islands, together with its consolidated subsidiaries, prior to the Business Combination.

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Faraday Future Intelligent Electric Inc.

is a California-based global shared intelligent mobility ecosystem company with a vision to disrupt the automotive industry.

With headquarters in Gardena, California, the Company designs and engineers next-generation intelligent, connected, electric vehicles, including both the FF Series and the FX Series.

The Company manufactures vehicles at its production facility in Hanford, California, known as “FF ieFactory California”.

The Company has additional engineering, sales, and operational capabilities in China and are exploring opportunities for potential manufacturing capabilities in China.

In addition, the Company is in the process of establi shing a vehicle assembly facility in the U nited Arab Emirates (“UAE”) to support sales of FF and FX vehicles and to expand the Company’s market presence in the UAE market.

Since the Company’s founding, the Company has developed innovations in technology and products, and followed a business model focused on users.

The Company believes these innovations will help it set new standards in luxury and performance that will enhance quality of life and redefine the future of intelligent mobility.

Corporate Structure, Capital Markets, and Global Strategy

(the “Company”) is a California-based technology company focused on the design, engineering, and development of intelligent, connected electric vehicles and related artificial intelligence-enabled technologies.

The Company’s primary business activities center on its AIEV platform, including the FF and FX vehicle series.

As discussed below, the Company also holds a majority interest in AIxCrypto Holdings, Inc.

(“AIXC”), an independent public company listed on Nasdaq under the symbol “AIXC,” whose business is focused on embodied AI infrastructure and blockchain infrastructure.

Headquartered in Gardena, California, the Company designs and engineers next-generation intelligent electric vehicles that integrate advanced software, connectivity, and user-centric technologies.

The Company manufactures and assembles vehicles at its production facility in Hanford, California, known as FF aiFactory California, which supports vehicle assembly, paint operations for FF vehicles, final integration, and end-of-line testing.

In addition to its U.S.

operations, the Company maintains engineering and operational capabilities in China.

The Company is also in the process of establishing a vehicle assembly facility in the United Arab Emirates (“U.A.E.”) to support regional sales of FF and potentially FX vehicles and to expand its market presence in the Middle East.

Through AIXC, the Company has established a digital asset-related initiative focused on evaluating blockchain-based technologies and investment opportunities.

AIXC’s activities currently include the development of digital platforms and infrastructure supporting the Company’s broader artificial intelligence and digital ecosystem strategy.

The Company’s blockchain-related activities are presently limited in scope and are primarily development-focused.

In addition, AIXC holds a legacy biologics asset originating from prior operations, consisting of an early-stage oncology program.

This asset is not part of AIXC’s core business and is maintained for potential strategic evaluation, including development or monetization opportunities, subject to market conditions and capital considerations.

The Company continues to evaluate emerging technologies and strategic initiatives that may complement its long-term objectives, while maintaining its primary focus on advancing its AIEV platform and related mobility solutions.

During 2025, the Company began evaluating a robotics initiative as a potential extension of its broader embodied AI and intelligent mobility strategy.

As of December 31, 2025, the robotics initiative remained preliminary and was not material to the Company’s business operations.

The program progressed more substantially in 2026.

Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Item 9B.

Other Information—Robotics Initiative” for additional information.

Corporate Structure, and Capital Markets

Faraday Future Intelligent Electric Inc.

is a holding company incorporated in Delaware that conducts its operations through its wholly-owned subsidiaries.

As a holding company with no material operations of its own, the Company relies on these subsidiaries to carry out its business activities.

Investors in the Company’s Class A Common Stock (the “Class A Common Stock,” and together with the Company’s Class B Common Stock, the “Common Stock”) are investors solely in Faraday Future Intelligent Electric Inc.

, the Delaware entity.

is a Delaware holding company that conducts substantially all of its operations through its subsidiaries.

As a holding company with no material operations of its own, the Company depends on its subsidiaries to conduct its business activities, generate revenue, and manage day-to-day operations.

Accordingly, holders of the Company’s Class A Common Stock and Class B Common Stock have equity interests solely in Faraday Future Intelligent Electric Inc., the parent entity, and do not have direct ownership interests in its operating subsidiaries.

The Company’s Class A Common Stock is listed on the Nasdaq Stock Market under the ticker symbol “FFAI” (formerly “FFIE”).

The Company’s capital structure includes Class B Common Stock, which grants enhanced voting rights to certain stakeholders, aligning long-term decision-making with the Company’s strategic vision.

The Company operates under a dual-home market strategy, leveraging the strengths of both the U.S.

and Chinese automotive industries.

This approach combines U.S.-based technological innovation and vehicle development with China’s supply chain and production capabilities to support long-term growth in both markets.

The Company is in the process of establishing a vehicle assembly facility and a sales office in the UAE.

While not yet fully operational, these planned facilities align with the Company’s global expansion strategy and are expected to strengthen its footprint in the UAE market.

This global structure allows the Company to compete effectively across multiple markets, tailoring the Company’s vehicle lineup and business approach to the specific needs of each region while integrating expertise and resources from the dual-home strategy.

The Company’s technology is designed to enhance vehicle performance, user experience, and intelligent mobility ecosystem.

The Company has developed a proprietary platform architecture – Variable Platform Architecture (“VPA”), advanced propulsion systems, and a proprietary intelligent computing ecosystem – Internet, Autonomous Driving, and Intelligence (“I.A.I.”) systems – to support the Company’s electric vehicle lineup.

These innovations enable scalable product development, high-performance drivetrain capabilities, and personalized user interactions.

The Company continues to advance its technology through ongoing system upgrades, over-the-air (“OTA”) updates, and an expanding intellectual property portfolio, reinforcing the Company’s position in the intelligent electric vehicle market.

The VPA is a modular skateboard-like platform which can be sized to accommodate various motor and powertrain configurations, enabling fast and capital efficient product development for both passenger and commercial vehicle segments.

The Company’s propulsion system includes an industry-leading inverter design, which helps provide a propulsion system with a competitive edge in electric drivetrain performance.

The advanced I.A.I.

technology offers high-performance computing, high speed internet connectivity, The Company’s OTA updates, an open ecosystem for third party application integration, and an advanced autonomous driving-ready system, in addition to several other proprietary innovations that enables the Company to build a highly personalized user experience.

In 2023, the Company completed the upgrade for the FF 91 Futurist vehicle from PT Gen 1.0 to PT Gen 2.0.

This generational upgrade consisted of 26 significant upgrades to systems and core components of both the EV area (the vehicle) and the I.A.I area (the advanced core of internet, autonomous driving and intelligence).

The 13 key upgrades to the EV area included improvements to the powertrain, battery, charging, chassis, and interior, and the 13 key upgrades to I.A.I.

include upgrades in computing, sensing, user interaction, and communication.

Along with other vehicle performance improvements, the Company’s technology is designed to deliver safety along with superior acceleration of 2.27 seconds from 0 to 60 mph.

In January 2024, the Company delivered its first major OTA upgrades for the FF 91 since then the Company began making deliveries, consisting of 752 new additions and 846 improvements.

These upgrades and enhancements showcased a breakthrough in the Company’s user experience and technology and further reflected trends of "All-AI, All-Hyper, All-Ability, and user-focused Co-Creation value."

Since the Company’s inception, the Company has developed a differentiated portfolio of valuable intellectual property.

As of December 31, 2024, the Company had been granted approximately 660 patents (with approximately one-third issued in the U.S., and slightly less than two-thirds issued in China, and the remaining issued in other jurisdictions).

These patents are issued to various Company entities, including Faraday Future, Faraday & Future Inc., FF Automotive (China) Co., Ltd., Leka Automotive Intelligent Technology (Beijing) Co., Ltd., and LeEco Eco-Car (Zhejiang) Co., Ltd.

Key patents include the Company’s inverter assembly, integrated drive and motor assemblies, methods and apparatus for generating current commands for an interior permanent magnet (“IPM”) motor, and keyless vehicle entry system.

These key patents will expire in 2035 or 2036.

The Company has developed an extensive portfolio of proprietary technologies that will be embedded and integrated in the Company vehicles.

The Company’s vehicle pipeline includes the FF 91 series, the FX 5 series, the FX 6 series, and the FX Super One series.

The FF 91 is the current production flagship model, and future pipeline models are contingent upon funding availability.

Production Models

The FF 91 series represent the Company’s first production vehicle and is positioned as an AI-enhanced ultra-luxury EV.

The FF 91 is designed to compete with high-end models such as the Maybach, Bentley Bentayga, Lamborghini Urus, Ferrari Purosangue, Mercedes S-Class, Rolls-Royce Spectre, Porsche Taycan, and BMW 7-Series.

On May 31, 2023, the Company launched the FF 91 2.0 Futurist Alliance, along with the eco product aiHypercar+, both of which became available for reservations in the United States and China.

On August 12, 2023, the Company delivered the first FF 91 2.0 Futurist Alliance to a Developer Co-Creator, and as of the date of this filing, the Company has delivered 16 vehicles.

The FF 91 series is available in multiple configurations, including a limited-edition model.

The “Futurist” versions of the vehicle emphasize the Company’s core brand values, including design excellence, superior driving performance, and a personalized AI-driven user experience enabled by the Company’s proprietary I.A.I technologies.

Pipeline Models

The Company is developing the FX series, with production planned at the FF ieFactory California.

The series consists of three planned models—the FX 5, the FX 6, and the FX Super One—targeting the mass-market EV sector.

The FX 5 is designed as an entry-level EV, aimed at young professionals and first-time EV buyers.

The FX 6 is positioned as a family-friendly AI-enhanced vehicle, featuring premium safety features and smart AI technology.

The FX Super One is a premium AI-driven Multi-Purpose Vehicle (“MPV”) designed for high-profile individuals and professionals, combining luxury, versatility, and advanced AI integration to support mobility, business, and lifestyle needs.

Each model in the FX series is engineered to deliver advanced technology, connectivity, and performance, aligning with the Company’s vision for intelligent electric mobility.

Hybrid Manufacturing Strategy

To implement a capital-light business model, the Company has adopted a hybrid global manufacturing strategy consisting of the Company’s refurbished manufacturing facility in Hanford, California and potential manufacturing capacity in China.

Additionally, the Company is planning manufacturing and sales operations in strategic markets to expand our global footprint.

(For other key agreements refer to the Key Agreements and Partnerships subsection below.)

As of the date hereof:

• The Company leased the 1.1 million square foot FF ieFactory California in Hanford, California with an expected production capacity of approximately 10,000 vehicles per year;

• The Company has established the entity Faraday Future Middle East FZ-LLC to lease a 108,000 square foot facility in the UAE through an agreement with the Ras Al Khaimah Economic Zone (“RAKEZ”).

This expansion supports the Company’s “third pole” strategy, complementing its dual home markets of the U.S.

Distribution Model

The Company launched its first passenger vehicles in the U.S.

Additional markets may be added thereafter.

The Company plans to utilize a direct sales model integrating online and offline sales channels to drive sales and user (including customers, drivers, and passengers of FF series vehicles) operations to continuously create value.

The Company’s offline sales are planned through the Company’s self-owned stores as well as the Company’s partner-owned stores and showrooms.

The self-owned stores are expected to help establish the FF and FX brands and provide seamless vehicle purchase experience, while the partner-owned stores and showrooms will enable expansion of the sales and distribution network without substantial capital investment.

Competitive Strengths

The Company’s products, t echnology, team, and business model provide strong competitive differentiation.

The Company’s competitive strengths are driven by several key factors:

• VPA Platform:

A flexible EV platform that enables efficient vehicle development and reduces costs and time to market.

• Propulsion System:

Advanced inverter technology and integrated drive units delivering high efficiency, torque accuracy, and top-tier performance.

High-performance computing, autonomous driving capabilities, and seamless cloud connectivity for an enhanced user experience.

• Intellectual Property Portfolio:

Proprietary innovations in battery technology, powertrain, software, and user interface design.

• Experienced Leadership:

A management team with extensive expertise in automotive, technology, and internet sectors.

• Marketing and Co-Creation Model:

A user-driven approach that fosters engagement, brand loyalty, and product evolution based on real-world input.

Proprietary VPA

The Company’s proprietary VPA is a skateboard-like platform that incorporates the critical components of an electric vehicle and can be sized to accommodate various motor and powertrain configurations.

This flexible modular design supports a range of consumer and commercial vehicles and facilitates rapid development of multiple vehicle programs to reduce cost and time to market.

Product performance with propulsion technology

The Company’s propulsion system includes an industry-leading inverter design and proprietary drive propulsion system.

The proprietary FF Echelon Inverter has the technological advantage of driving a large amount of current in a small space using proprietary parallel Insulated Gate Bipolar Transistors (“IGBTs”), achieving low inverter losses and high efficiency.

The propulsion system has high torque accuracy with fast transient response.

The electric motor drive units are fully integrated with the inverter, transmission and control unit to create industry-leading volume and design efficiency.

Propelled by an integrated the Company’s designed powertrain, its vehicles can achieve leading horsepower, efficiency, and acceleration performance as recently attested by the U.S.

Environmental Protection Agency (“EPA”) and California’s Air Resources Board (“CARB”) by confirming a range of 381 miles on a single charge and internally measured acceleration of 2.27 seconds from 0 to 60 mph for the FF 91.

Internet, Autonomous Driving, and Intelligence (“I.A.I”) Technology

The Company’s advanced I.A.I.

technology offers high-performance computing, high speed internet connectivity, OTA updates, an open ecosystem for third party application integration, and an advanced autonomous driving-ready system, in addition to several other proprietary innovations that enable the Company to build an advanced highly personalized user experience.

The FF 91 series will feature a high-performance dual systems-on-a-chip (“SoC”) computing platform for in-vehicle infotainment, a NVIDIA based autonomous driving hardware platform, and a high-speed connectivity system that will be capable of up to three simultaneous 5G connections.

Together, these systems will deliver a highly intelligent voice-first user experience, and seamless cloud connectivity and a vehicle that is Level 3 highway autonomous driving ready.

The I.A.I system is built on an enhanced Android Automotive code base and is upgraded with each release of Google’s platform.

The Company’s vehicles use its proprietary FFID unique identifier to deliver personalized content, apps and experiences.

FFID provides a unique user profile that ensures consistent experience across the FF Ecosystem, as the user goes from one seat to another or even from one vehicle to another.

Intellectual property portfolio

The Company has significant capabilities in the areas of vehicle engineering, vehicle design and development, as well as software, internet, and AI.

The Company has also developed a number of proprietary processes, systems and technologies across these areas.

The Company’s research and development efforts have resulted in a strong intellectual property portfolio across battery, powertrain, software, user interface design and user experience design (“UI/UX”), and advanced driver-assistance systems, among other areas.

The proprietary inverter design provides high current and is integrated into the electric drive unit, creating a high power-to-weight ratio.

The patented keyless entry technology recognizes the user from a distance, opens (rather than simply unlocking) doors and customizes the user’s seating area using facial-recognition-prompted download of FFID data.

The eyes-free on-screen gestures controls enable users to open or close doors with one swipe, adjust temperature or volume with three fingers anywhere on the Center Display.

Patented autonomous driving technology will allow users to find empty space in a parking lot and autonomously park using cameras, radars, LIDARs (“Light Detection and Ranging”), ultrasound and an inertial measurement unit (“IMU”) (available after production and delivery via a software upgrade).

The Company believe its strong intellectual property portfolio will allow continued differentiation from the Company’s competitors and shorten time to market for future products.

Experienced management with a strong record of success

The Company is led by a management team with a unique combination of automotive, communication, and internet experience.

The Global CEO, Matthias Aydt has been at the Company for over eight years, before appointed the global CEO, he had previously served successively as head of Product Execution, head of Vehicle R&D and Vehicle engineering, Head of Product Definition & Mobility Ecosystems, as well as head of Business Development.

Matthias Aydt has over 40 years of experience in luxury OEMs across technology, operations, and general management, including developing and growing multinational organizations, establishing cross-functional work environments, designing and developing processes, project management processes, and simultaneous engineering processes.

Aydt has also received over 15 registered patents during his career and is deeply committed to the Company, its employees, users, and investors in fulfilling the vision for a sustainable transportation future.

The founder and Chief Product and User Ecosystem Officer, Mr.

Yueting Jia, focuses on product and mobility ecosystem;

internet and AI, and advanced R&D technology.

Jia founded Leshi Information Technology Co., Ltd., a video streaming website in 2004.

He also founded Le Holdings Co.

(“LeEco”), an internet ecosystem and technology company with businesses including smart phones, smart TVs, smart cars, internet sports, video content, internet finance and cloud computing.

The Company’s other management team members have significant product, industry and leadership experience in areas such as vehicle engineering, battery, powertrain, software, internet, AI, and consumer electronics.

Marketing and Sales Approach Through User Co-Creation

As the Company looks forward, its focus is set on continued ramp of vehicle production and building the Company’s brands through user co-creation (“Co-Creation”).

And these initiatives do more than just elevate the brands’ presence;

they cultivate a deep connection between the Company and its community, offering an enriched brand journey.

At the core, Co-Creation transcends mere collaboration;

it's the manifestation of the Company’s commitment to centering its users in all the Company’s endeavors.

Through collaborative partnerships with Co-Creators, the Company believes that substantial value can be accessed across various aspects such as product development, technological development, brand amplification, trust and loyalty, pricing power, strategic positioning, and brand marketing.

This paradigm sets the Company apart in the dynamic EV landscape, ensuring its offerings are not merely technologically superior but also resonate with the ever-evolving expectations and aspirations of the Company’s clientele.

Electric Vehicle Industry Overview and Market Opportunity

McKinsey & Company’s latest insights into the global EV market highlight significant growth, particularly in the luxury and premium segments.

The firm projects that global EV demand will increase sixfold between 2021 and 2030, with annual sales rising from 6.5 million to approximately 40 million vehicles during this period.

The luxury EV market remains a strong driver of this growth, with demand expanding across multiple price tiers.

While McKinsey’s 2022 report segmented the luxury-car market into four MSRP tiers ($80,000–$149,000, $150,000–$299,000, $300,000–$500,000, and above $500,000), the firm’s latest forecasts indicate that premium and high-end EVs will continue to grow at a compound annual growth rate (“CAGR”) of 8–14% through 2031.

Conversely, McKinsey previously projected that mass-market EVs priced below $80,000 would experience slower growth.

However, with new pricing strategies, federal incentives, and battery cost reductions, the under $80,000 EV segment is now projected to see moderate growth rather than remaining flat.

According to BloombergNEF’s 2024 Electric Vehicle Outlook, passenger EV sales are expected to exceed 30 million units annually by 2027, with projections reaching 73 million by 2040, accounting for over 75% of all new vehicle sales globally.

China and Europe continue to lead the EV transition, with EV sales in these regions projected to make up over 65% of all passenger vehicle sales by 2030.

market remains a key growth area, particularly due to widespread home-charging infrastructure, making it an ideal market for higher-end electric vehicles.

The commercial EV sector is also undergoing rapid expansion.

BloombergNEF projects that demand for electric small vans and trucks will rise faster than the overall market, with the U.S., Europe, and China driving this growth.

Among commercial EVs, light-duty vehicles are expected to see the most significant increase in electric adoption, largely due to corporate fleet electrification and emissions regulations.

The Company believes that its U.S.

and China dual-home market strategy, along with its proprietary technology, strong IP portfolio, and focus on design, driving experience, and personalized user experience, will position it well within the luxury and premium passenger EV segments.

By leveraging the scalable design and modularity of the Company’s Variable Platform Architecture (VPA), the Company is also well-positioned to capitalize on the growing demand for light commercial EVs.

Additionally, the Company’s vehicle engineering expertise and broad technology portfolio create significant licensing and strategic partnership opportunities in the evolving global EV market.

Key Drivers for Electric Vehicle Market Growth

Several important factors are contributing to the popularity of electric vehicles in both passenger electric vehicle and light-duty commercial vehicle segments .

The Company believes the following factors will continue to drive growth in the EV market:

Increasing Environmental Awareness and Tightening Emission Regulations

Environmental concerns have resulted in tightening emission regulations globally, and there is a broad consensus that further emission reductions will require increased electrification in the automotive industry.

The cost of regulatory compliance for internal combustion engine (“ICE”) powertrains is rising sharply due to the natural limitations of traditional ICE technologies.

In response, global original equipment manufacturers (“OEMs”) are aggressively shifting their strategies toward electric vehicles.

At the same time, consumers are more concerned about the impact of goods they purchase, both on their personal health and the environment.

As consumer awareness increases, zero emission transportation has become a popular and widely advocated urban lifestyle which has accelerated further development of the electric vehicle market.

Consumer pressure can also be seen in the commercial electric vehicle market.

Being encouraged by their customers to reduce their carbon footprints, retailers, logistics companies, and other corporations are highly incentivized to transition their existing fleets or new vehicle purchases toward electric vehicles.

Decreasing Battery and Electric Vehicle Ownership Costs

Battery and battery-related costs generally represent the most expensive components of an electric vehicle.

The falling price of lithium-ion batteries is expected to be among the most important factors affecting electric vehicle penetration in the future.

Additionally, the average battery energy density is expected to increase with continuous improvements in battery chemistries, improved materials, advanced engineering, and manufacturing efficiencies.

With improvements in battery technology and economies of scale, battery production costs (translated to electric vehicle ownership costs) should continue to decrease.

The BNEF Report stated that the average lithium-ion battery price had fallen by 89% from 2010 to 2021 to $131/kWh.

In 2024, the price had its largest drop since 2017, falling to $115/kWh.

It’s projected that it will continue to decline as advancements in manufacturing and technology continue.

According to the BNEF Report, price parity between electric vehicles and ICE is expected to be reached by the mid-2020s in most vehicle segments, subject to variation between geographies.

Strong Regulatory Push

An increasing number of countries are encouraging the adoption of electric vehicles or a shift away from fossil-fuel-powered vehicles.

For example, in the U.S., states and municipalities have begun to roll out legislation banning combustion engines, with California mandating that every new passenger car and truck sold to be zero-emission by 2035, and every new medium and heavy-duty truck sold be zero-emission by 2045.

Fifteen additional states and Washington, D.C.

have announced they intend to follow California’s lead in transitioning all sales of heavy-duty trucks, vans and buses to zero-emission, with potentially more to follow in coming years.

In China, the focused regulatory push has been one of the strongest drivers of new energy vehicle (“NEV”) penetration.

In recent years, the Chinese government implemented a series of favorable policies encouraging the purchase of electric vehicles and construction of electric vehicle charging infrastructure.

Since 2015, the Chinese regulatory authorities have provided subsidies to purchasers of electric vehicles.

Although previous purchase subsidies were reduced in China by approximately half in 2019, the Chinese government has continued to provide subsidies for charging infrastructure construction.

Since 2016, the Chinese central finance department has been incentivizing certain local governments with funds and subsidies for the construction and operation of charging facilities and other relevant charging infrastructure, such as charging stations and battery swap stations.

Countries in the EU, UK, and Iceland have all announced plans to phase out combustion engines in some form or fashion by 2030.

These legislative tailwinds have already begun to force some legacy OEMs toward electrification, creating a strong need for a modular, flexible, and cost-efficient electric vehicle solution, which will increase competition in the alternative energy vehicle industry.

Growth of Electric “Shared Mobility”

According to the BNEF Report, the global shared mobility fleet ( i.e ., ride-hailing and car-sharing) is expected to represent more than 15% of the total kilometers traveled by passenger vehicles by 2040, up from less than 5% in 2019.

Bloomberg data also predicted that due to electric vehicles’ lower operating costs, they are anticipated to account for over 75% of shared mobility vehicles by 2040, representing a dramatic increase from current low single digit penetration.

At the same time, as vehicle consumers move to rely upon shared mobility fleets, and view ride-hailing and car-sharing as a service, such trends may partially offset passenger vehicle demand growth.

The Company has experienced, and expects to continue to experience, intense competition from several companies, particularly as the transportation sector increasingly shifts towards low-emission, zero-emission, or carbon neutral solutions.

Many established and new automobile manufacturers have entered or have announced plans to enter the alternative fuel and electric vehicle market.

Many major automobile manufacturers, such as Tesla, Porsche, Mercedes, Rolls Royce and Audi, have electric vehicles available today.

Other current and prospective automobile manufacturers are also developing electric vehicles, for example Nio, xPeng, Li Auto , and Luc id Motors, among others.

In addition, several manufacturers offer hybrid vehicles, including plug-in versio ns.

The Company’s FF Series directly competes with other pure-play electric vehicle companies targeting the high-end segment, while also competing to a lesser extent with NEVs and ICE vehicles in t he mid to high-end segment offered by traditional OEMs.

FX Series will directly competes with other mass-market electric vehicles.

The Company believes the primary competitive factors in the electric vehicle market include, but are not limited to:

• brand recognition;

• technological innovation, recently enhanced through PT Gen 2.0;

• customer experience, vehicle performance, quality, safety and reliability;

• space, comfort, and user experience;

• after-sales support, service and charging options;

• design, styling, and interior materials;

• supply chain management;

• manufacturing efficiency.

The Company believes that it will compete favorably with its competitors on the basis of these factors.

However, most of the Company’s current and potential competitors have greater financial, technical, supply chain, manufacturing, marketing, and other resources than us.

They may be able to deploy greater resources to the design, development, manufacturing, supply chain, distribution, promotion, sales, marketing, and support of their electric vehicles.

Additionally, the Company’s competitors may also have greater name recognition, longer operating histories, lower cost of materials, larger sales forces, broader customer and industry relationships, and other resources than the Company does.

Corporate Structure and Milestones

Corporate Formation and Structure

Faraday Future Intelligent Electric Inc.

is a holding company incorporated in the State of Delaware, conducting its operations through its wholly-owned subsidiaries.

The Company has no material operations of its own and relies on its subsidiaries to execute its business strategy and operations.

The Company’s capital structure includes Class A Common Stock, which is listed on the Nasdaq Stock Market under the ticker symbol “FFAI”, and Class B Common Stock, which grants enhanced voting rights to certain stakeholders, aligning long-term decision-making with the Company’s strategic vision.

The Company’s capital structure also includes Class B Common Stock, which provides enhanced voting rights to certain holders.

This dual-class structure is intended to support long-term strategic decision-making and corporate stability while the Company continues to execute its multi-year development and commercialization plans.

As part of its broader capital markets and strategic framework, the Company has made an investment in AIxCrypto Holdings Inc.

(“AIXC”), a majority-owned and consolidated subsidiary of the Company.

AIXC is separately listed on the Nasdaq Stock Market under the ticker symbol “AIXC.” AIXC’s operations are consolidated into the Company’s financial statements in accordance with applicable accounting guidance.

The Company’s global operating strategy is designed to support its AIEV platform through geographically diversified engineering, manufacturing, and commercial capabilities.

Core vehicle design, engineering, and manufacturing activities are primarily conducted in the United States, supported by additional engineering, supply chain, and operational functions in China.

In addition, the Company is establishing an assembly presence in the United Arab Emirates to support regional vehicle sales and expand its international footprint.

This corporate structure is intended to support capital-efficient growth, maintain operational flexibility, and provide access to multiple capital markets while aligning organizational resources with evolving strategic priorities.

The organizational structure and key operating entities are illustrated in the organizational chart below, followed by a summary of significant corporate and operational milestones

Organizational Chart

The organizational chart below shows the Company’s significant subsidiaries as of the date hereof:

International Operating Footprint

The Company’s operations are organized across multiple geographic regions to support its vehicle development, manufacturing, assembly, and commercialization activities.

The Company maintains core operations in the United States and China, which together represent its primary operating markets.

In addition, the Company has established an operational presence in the United Arab Emirates (“U.A.E.”).

While the U.A.E.

facility is not yet fully operational, it is intended to support regional vehicle assembly and sales activities and expand the Company’s international footprint.

The sections below describe the Company’s operations in the United States, China, and the U.A.E.

The Company’s primary U.S.

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China Operations and PRC Subsidiaries

The Company operates under a dual-home market strategy, leveraging both the U.S.

The Company has historically pursued a dual-home market strategy intended to leverage both the U.S.

and Chinese automotive industries.

The Company integrates U.S.-based technological innovation and vehicle development with China’s supply chain and production capabilities to support long-term growth in both markets.

The Company is also evaluating opportunities to expand its manufacturing capabilities in China, including potential joint ventures or other strategic partnerships with local OEMs and suppliers.

To facilitate its China operations, the Company conducts business in the region through a holding company structure, with FF Hong Kong Holding Limited serving as the primary holding company for the PRC Subsidiaries.

The Company has sought to combine U.S.-based technological innovation and vehicle development with China’s supply chain and production capabilities to support its long-term strategic objectives.

The Company also continues to evaluate opportunities in China, including potential joint ventures and other strategic partnerships with local OEMs and suppliers.

To facilitate its historical and ongoing activities in China, the Company conducts business in the region through a holding company structure, with FF Hong Kong Holding Limited serving as the primary holding company for the PRC Subsidiaries.

As part of this structure, FF Automotive (China) Co., Ltd.

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As of December 31, 2025 , LeSee Automotive (Beijing) Co., Ltd.

(“LeSee Beijing”) is 99% owned by the WFOE.

Historically, the Company conducted its China-based operations through LeSee Beijing, which was incorporated in July 2014 and previously served as the Company’s primary Chinese operating entity.

The Company refers to all of its subsidiaries organized in China (including Hong Kong) collectively as the “PRC Subsidiaries”.

As of December 31, 2024 , the Company’s only operating subsidiaries in China were:

(“LeSee Beijing”) was 99% owned by the WFOE.

Historically, the Company conducted its China-based operations through LeSee Beijing, which was incorporated in July 2014;

however, LeSee Beijing currently has no active operations.

The Company refers to its subsidiaries organized in China, including Hong Kong, collectively as the “PRC Subsidiaries.” As of December 31, 2025 , the Company’s operating subsidiaries in China were limited to the following entities:

• FF Automotive (China) Co., Ltd.

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• Shanghai Faran Automotive Technology Co., Ltd.

For a hierarchical overview of the Company’s corporate structure, refer to the Organizational Chart subsection below.

For a hierarchical overview of the Company’s corporate structure, refer to the Organizational Chart subsection above.

A complete list of the Company’s subsidiaries is provided in Exhibit 21.1 to this Annual Report on Form 10-K.

Third Pole Strategy

In addition to the Company’s U.S.

and China operations, the Company has implemented a “third pole” strategy, complementing the dual-home markets.

The Company is in the process of establishing a facility in the UAE;

while not yet fully operational, it aligns with the Company’s global expansion strategy and is expected to strengthen the Company’s footprint in the UAE market.

Organizational Chart

The organizational chart below shows the Company’s significant subsidiaries as of the date hereof:

Operations and U.A.E.

The Company has begun establishing an operational presence in the Middle East as part of its broader international market expansion strategy.

The Company believes the region presents an opportunity supported by demand for advanced mobility technologies, luxury electric vehicles, and government initiatives promoting innovation, smart mobility, and sustainable transportation.

To support its Middle East activities, the Company conducts business in the region through Faraday Future Middle East FZ-LLC, a wholly owned subsidiary established in the United Arab Emirates.

This entity serves as the Company’s primary operating platform for regional business development, strategic partnerships, and related operational activities in the Middle East.

Through Faraday Future Middle East FZ-LLC, the Company has initiated activities related to regional market development, ecosystem partnerships, and operational infrastructure intended to support its longer-term presence in the region.

These activities include engagement with local government entities, participation in industry events, and early-stage development of regional operational capabilities.

In addition, the Company has initiated early-stage activities in Ras Al Khaimah, United Arab Emirates, including preparation for localized assembly capabilities and coordination of supply chain logistics to support pilot production and vehicle operations in the region.

As of December 31, 2025, the Company’s primary operating subsidiary in the Middle East was Faraday Future Middle East FZ-LLC.

The Company continues to evaluate opportunities to expand its presence in the Middle East through strategic partnerships, localized manufacturing capabilities, and broader collaboration across the mobility, energy, and technology sectors.

AIEV Milestones

Significa nt milestones in the Company’s historical development and commercialization of the Company’s electric vehicles include the following:

• In 2015, the Company completed its first test mule, an early-stage development vehicle used to evaluate core systems and components, followed by a fully developed beta prototype electric vehicle in August 2016.

• In January 2016, the Company debuted the FF Zero 1 at the 2016 Consumer Electronics Show (“CES”) and obtained a U.S.

patent for the proprietary power inverter, the “FF Echelon Inverter.” In November 2016, the Company obtained an autonomous vehicle testing permit issued by the State of California, which allowed the Company to test self-driving vehicles on public roads with the presence of a safety driver.

• In January 2017, the Company revealed FF 91, the luxury electric crossover vehicle, at CES 2017.

FF 91’s beta prototype set the fastest production-electric vehicle record at the Pikes Peak International Hill Climb in 2017, with a time of 11 minutes and 25.083 seconds.

• In August 2018, the Company completed its first pre-production build of FF 91 at the FF ieFactory California manufacturing facility in Hanford, California.

• In January 2021, Legacy FF, FF Automotive (Zhuhai) Co., Ltd.

and FF Hong Kong Holding Limited entered into a cooperation framework agreement with Zhejiang Geely Holding Group Co., Ltd.

pursuant to which Geely Holding agreed to explore the possibility of joint investment in the technology licensing, contract manufacturing and joint venture with the Company and the city, as well as to pursue the possibility of further business cooperation with the joint venture.

The joint venture and contract manufacturing projects with Geely Holding are on hold.

• In January 2021, the Company entered into a definitive agreement for a business combination with PSAC.

• In July 2021, the Company completed its merger with PSAC, renaming the combined company Faraday Future Intelligent Electric Inc.

The Company’s Class A Common Stock and Public Warrants began trading on The Nasdaq Stock Market on July 22, 2021, under the symbols "FFIE" and "FFIEW," respectively.

Effective March 10, 2025, the Company’s stock and warrants currently trade under the new ticker symbols "FFAI" and "FFAIW" on The Nasdaq Stock Market.

• In September 2021, the Company completed the installation of pilot equipment in the pre-production build area of its ieFactory California manufacturing facility in Hanford, California.

• In October 2021, the Company received its final Certificate of Occupancy (“CO”) for a dedicated area for pre-production manufacturing at FF ieFactory California manufacturing facility in Hanford, California.

• In December 2021, the Company started foundation construction for all remaining production areas in FF’s ieFactory California manufacturing facility in Hanford California, including body, propulsion, warehouse and vehicle assembly.

Interior foundation work in the production area is complete, major mechanical systems, including electrical and plumbing, have been installed and equipment installation is underway.

• In February 2022, the Company unveiled the first production-intent FF 91 EV manufactured at its Hanford, California plant.

• In September 2022, the Company confirmed that the FF 91 Futurist, was officially certified to have a robust rating of 381 miles of EV range from the U.S.

Environmental Protection Agency.

• In November, 2022, the Company received certification from California Air Resource Board (“ CARB”) designating the FF 91 Futurist as a zero-emissions vehicle (“ZEV”).

The ZEV program is part of CARB’s Advanced Clean Cars package, which regulates smog-causing pollutants and greenhouse gas emissions for passenger vehicles in California.

• In March 2023, the Company successfully started the production of the flagship FF 91 vehicle.

• In April 2023, the first production FF 91 vehicle rolled off the line at the FF ieFactory California.

• In May 2023, the Company reported that the FF 91 successfully passed U.S.

Federal Motor Vehicle Safety Standards (“FMVSS”) crash test requirements, and the first phase of the delivery plan began on May 31, 2023.

• In May 2023, the Company launched FF 91 2.0 Futurist Alliance as well as the eco product aiHypercar+, open for reservations in both the United States and China.

• In August 2023, the Company delivered the first FF 91 2.0 Futurist Alliance to its first industry expert Developer Co-Creation Officer.

• In November 2023,the Company entered the Middle East market, signing strategic cooperation agreements with Master Investment Group and Siraj Holding LLC, and introduced the FF 91 2.0 Futurist aiFalcon Limited Edition for the region.

• In July 2024, the Company introduced its Bridge Strategy, a two-brand approach with Faraday Future brand (“FF” brand) focusing on the luxury EV market, and Faraday X brand (“FX” brand) targeting the affordable EV segment, leveraging the Company's existing technology and platform to expa nd its product lineup and market reach.

• In September 20 24, the Company launched its FX brand, along with plans for two new models expected to be priced between $20,000 and $50,000, incorporating public input.

• In November 2024, the Company's wholly owned subsidiary, Faraday X aiEV Inc.

(FX), finalized definitive agreements with leading Asian OEMs to support the development, testing, regulatory compliance, supply chain management, and production planning of the new FX models.

• In March 2025, Future AIHER AI Hybrid Extended-Range Electric Powertrain System Inc.

was incorporated in the State of Delaware as a subsidiary of the Company.

This subsidiary focuses on the design and development of AI hybrid extended-range electric powertrain systems.

The Company develops technology for its electric vehicles, focusing on vehicle architecture, powertrain systems, autonomous driving, and user experience.

The Company designs allows for flexible vehicle configurations, efficient energy use, and software updates to improve performance over time.

• In January 2016, the Company debuted the FFZERO1 at the 2016 Consumer Electronics Show (“CES”) and obtained a U.S.

patent for its proprietary power inverter, the “FF Echelon Inverter.” In November 2016, the Company obtained an autonomous vehicle testing permit issued by the State of California, which allowed the Company to test self-driving vehicles on public roads with a safety driver present.

• In January 2017, the Company unveiled FF 91, its luxury electric crossover vehicle, at CES 2017.

In 2017, the FF 91 beta prototype set a production-electric vehicle record at the Pikes Peak International Hill Climb, with a time of 11 minutes and 25.083 seconds.

• In August 2018, the Company completed its first pre-production build of FF 91 at the FF aiFactory California manufacturing facility in Hanford, California.

• In January 2021, the Company entered into a definitive agreement for a business combination with Property Solutions Acquisition Corp.

• In July 2021, the Company completed its merger with PSAC and changed its name to Faraday Future Intelligent Electric Inc.

The Company’s Class A Common Stock and Public Warrants began trading on the Nasdaq Stock Market on July 22, 2021.

• In September 2021, the Company completed the installation of pilot equipment in the pre-production build area of its FF aiFactory California manufacturing facility in Hanford, California.

• In March 2023, the Company started production of the FF 91 vehicle.

• In November 2023, the Company announced its entry into the Middle East market, including strategic cooperation agreements with Master Investment Group and Siraj Holding LLC, and introduced the FF 91 2.0 Futurist aiFalcon Limited Edition for that region.

• In July 2024, the Company introduced its Bridge Strategy, a two-brand approach under which the Faraday Future brand focuses on the luxury EV market and the Faraday X brand targets the mass market segment, leveraging the Company’s existing technology and platform to expand its product lineup and market reach.

• In November 2024, the Company’s wholly owned subsidiary, Faraday X AIEV Inc., entered into definitive agreements with OEMs to support the development, testing, regulatory compliance, supply chain management, and production planning of future FX models.

• In July 2025, the Company held the global initial launch event for the FX Super One.

• In October 2025, the Company launched the FX Super One in the United Arab Emirates.

• In December 2025, the first FX Super One pre-production vehicle rolled off the line at the Company’s FF aiFactory California manufacturing facility.

Industry Overview and Market Opportunity

The Company operates across multiple technology-driven areas.

The following sections provide an overview of the relevant industry environments and market conditions.

Electric Vehicle Industry Overview and Market Trends

The global electric vehicle market continues to develop, although adoption trends vary significantly by region.

China remains the largest and most advanced market for electrified vehicles, supported by manufacturing scale, a competitive supplier base, rapid product development, and broad consumer adoption.

Europe continues to progress toward greater electrification, although adoption rates vary across markets and remain influenced by affordability, infrastructure, and regulatory developments.

In the United States, EV adoption is continuing at a more gradual pace, with market growth influenced by product positioning, customer demand, charging availability, and broader market conditions.

The Company believes these market conditions support its strategic focus on the U.S.

and China markets.

China remains significant due to its scale, supply chain depth, and pace of EV adoption, while the U.S.

remains an important market for premium and intelligent electric vehicles despite a more gradual mass-market transition.

The Company believes that its dual-home market strategy, together with its technology platform, intellectual property portfolio, and focus on product design, driving performance, and user experience, positions it to pursue opportunities in the evolving global EV market.

The Company also believes its vehicle engineering capabilities and technology portfolio may support future licensing arrangements and other strategic partnerships.

Key Factors Influencing EV Market Adoption

The EV market continues to be influenced by a combination of consumer demand, affordability, charging infrastructure, vehicle range, product-market fit, and regulatory conditions.

The Company believes these factors will continue to influence the pace and pattern of EV adoption across passenger vehicle and related mobility segments.

• Consumer Demand, Affordability, and Product-Market Fit

Consumer adoption of electric vehicles is increasingly influenced by affordability and product-market fit.

In the United States, entry-level BEV buyers remain underserved, while premium vehicle categories have become increasingly crowded.

In Europe, affordability continues to be an important factor, particularly as direct purchase incentives have been reduced in certain markets.

In China, intense competition, a focus on affordable, high-quality vehicles, and strong product-market fit have supported broader EV adoption.

Consumer survey data also indicates that more than one-third of respondents across China, the European Union, and the United States intend to purchase a BEV, suggesting continued demand where customer expectations for price and performance are met.

• Charging Infrastructure, Range Considerations, and Ownership Experience

Charging availability, range considerations, recharge time, and total cost of ownership remain important factors in EV adoption.

Consumers continue to evaluate electric vehicles based not only on purchase price, but also on the convenience and reliability of charging, expected driving range, and overall ownership experience.

In some regions, infrastructure limitations and range-related concerns have contributed to slower adoption, while in others, stronger charging networks and broader consumer familiarity with electrified vehicles have supported market growth.

The Company believes that improvements in charging infrastructure, battery performance, and vehicle efficiency will remain important to broader EV adoption.

• Regulatory and Policy Environment

Government policy and regulation continue to affect EV adoption globally, although the impact varies by region.

In some markets, policy support, incentives, emissions regulations, and infrastructure investment have contributed to faster EV adoption and industry development.

In other markets, evolving policy conditions and changes to incentive programs have contributed to more gradual adoption trends.

The Company believes that regulatory developments, together with industrial policy, charging infrastructure investment, and broader market conditions, will continue to influence the competitive landscape for electric vehicles.

• Growth of Shared Mobility and Mobility-as-a-Service

The mobility market continues to evolve as consumers increasingly consider alternatives to private vehicle ownership, including ride-hailing, car-sharing, and other mobility-as-a-service offerings.

The Company believes that growth in shared mobility may continue to influence vehicle demand patterns, particularly in urban markets where convenience, utilization, and total cost of use are important considerations.

Higher-utilization fleet applications may also be favorable to electrification over time, as electric vehicles can offer operating cost and efficiency advantages in certain use cases.

At the same time, increased adoption of shared mobility services could partially offset growth in demand for privately owned passenger vehicles in some markets.

The Company develops technology for its electric vehicles, with a focus on vehicle architecture, propulsion systems, autonomous driving readiness, connectivity, and user experience.

The Company’s technology is intended to support vehicle performance, software-enabled functionality, and an intelligent mobility ecosystem.

The Company has developed a proprietary platform architecture, referred to as the Variable Platform Architecture (“VPA”), advanced propulsion systems, and a proprietary intelligent computing ecosystem referred to as Internet, Autonomous Driving, and Intelligence (“I.A.I.”) systems, to support its electric vehicle lineup.

These technologies are intended to enable scalable product development, drivetrain performance, software integration, and personalized user interactions.

The Company continues to advance its technology through ongoing system development, over-the-air (“OTA”) updates, and expansion of its intellectual property portfolio.

The VPA is a modular skateboard-like platform that can be configured to accommodate various motor and powertrain configurations, enabling product development for both passenger and commercial vehicle segments.

The Company’s propulsion system includes a proprietary inverter design intended to support electric drivetrain performance.

The Company’s I.A.I.

technology is designed to support high-performance computing, high-speed internet connectivity, OTA update capabilities, an open ecosystem for third-party application integration, and an autonomous driving-ready system, together with other features intended to enhance the user experience.

The following sections describe the key technologies used in the Company’s vehicles.

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• FF OpenApp:

An open application platform that allows for the integration of various apps and services, enhancing user experience.

The second generation of the Company's operating system, designed to manage vehicle functions and user interactions efficiently.

An open application platform that allows for the integration of various apps and services, designed to support integration of apps and service.

The second generation of the Company's operating system, designed to manage vehicle functions and user interactions.

• FF aiHW 2.0:

Advanced hardware components that support the vehicle's AI capabilities and overall performance.

Advanced hardware components that support the vehicle's AI capabilities and overall performance hardware components designed to support the vehicle’s computing and related system functions.

• FF Mechanical:

The mechanical systems that form the physical foundation of the vehicle, ensuring structural integrity and performance.

The mechanical systems that form the physical foundation of the vehicle designed to support data storage, processing, and connectivity features.

A cloud-based platform that enables data storage, processing, and connectivity features for the vehicle.

Artificial intelligence systems that learn user habits, enabling continuous improvement and personalized experiences.

Artificial intelligence systems that learn user habits, enabling continuous improvement and personalized experiences designed to support adaptive and personalized user interactions.

Four Technology Systems:

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• Hyper Multi-Vectoring :

An integrated system that manages propulsion, steering, and braking to enhance vehicle agility and control.

An integrated system that manages propulsion, steering, and braking to enhance vehicle agility and control designed to coordinate propulsion, steering, and braking functions.

• 3rd aiSpace:

An intelligent space within the vehicle that offers personalized services and entertainment options.

An intelligent space within the vehicle that offers personalized services and entertainment options an in-vehicle environment designed to support personalized services and entertainment features.

• FF aiDriving :

An AI-driven system that supports advanced driver-assistance features, contributing to safer and more intuitive driving.

By combining these platforms and systems, the FF aiHyper 6x4 Architecture 2.0 aims to deliver a vehicle that is intelligent, adaptable, and user-centric, setting a new standard in the automotive industry.

Variable Platform Architecture

The Company believes one of its core technology competencies is the proprietary VPA.

The VPA is a flexible and adaptable skateboard-like platform featuring a monocoque vehicle structure with integrated chassis and body.

The platform directly houses the critical components of an electric vehicle, including all-wheel steering, suspension system, brakes, wheels, electric propulsion system, electronic control units and high voltage battery, among others.

Each of these component systems has been engineered in-house or in collaboration with suppliers and has been integrated into the Company vehicle design with a view to strive for optimizing performance, efficient packaging, and functional integration.

As an integrated structure, the skateboard-like platform can be shortened or lengthened to allow various wheelbases and battery pack sizes along with other options to fit into the platform.

It is designed to accommodate up to three motors and support single or dual rear motors and a single front motor.

The VPA can be configured in front-wheel-drive (“FWD”), rear-wheel-drive (“RWD”) or all-wheel-drive (“AWD”) configurations.

The platform enables scalable vehicle design and improves manufacturing flexibility as well as capital efficiency and allows continuous improvement across product generations.

It is also designed to reduce development time for future models leveraging the platform, as most of research and development and a significant portion of the crash structure is integrated into the platform and enables five star and equivalent safety performance.

The modular design of the VPA is adaptable to support a wide range of the Company vehicles for both consumer and commercial vehicle markets.

An AI-driven system that supports advanced driver-assistance features.

By combining these platforms and systems, the FF aiHyper 6x4 Architecture 2.0 is intended to support the vehicle’s performance, connectivity, and user experience.

Propulsion Technology

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Depending on the power requirements of each model, the motors can be utilized individually or in two or three motor configurations.

The FF 91 Futurist, equipped with three integrated electric drive units (each is designed to deliver up to 350 horsepower), is expected to deliver 1,050 horsepower and 12,510 Newton meters (“Nm”) of torque.

The FF vehicles, equipped with three integrated electric drive units (each is designed to deliver up to 350 horsepower), is expected to deliver 1,050 horsepower and 12,510 Newton meters (“Nm”) of torque.

The Company believes its electric drive unit design is ahead of many of its competitors in terms of performance because of its proprietary, advanced packaging, stator-rotor design, and unique inverter layout.

• AI-Powered Hybrid Extended-Range Systems (AIHER)

Launched in March 2025, Future AIHER is an initiative focused on the design, development, and potential commercialization of AI-driven range extender systems for extended-range electric vehicles (“EREVs”).

The initiative includes two contemplated product concepts:

an AI hybrid extended-range system and an AI extended-range system.

These systems are intended to combine elements of traditional hybrid and range-extended architectures, with a primary focus on range extension and supporting hybrid-drive functionality, to enhance energy management and system integration.

The Company utilizes an industry-leading automotive grade dual-chip computing system running the Android Automotive operating system.

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Intellectual Property

As described above, the Company has developed a suite of advanced technologies that underpin its electric vehicle architecture, propulsion systems, autonomous driving capabilities, and user experience innovations.

Many of these proprietary advancements are protected by patents, ensuring a competitive edge in performance, efficiency, and design.

The Company’s commitment to technological innovation is reflected in its growing intellectual property portfolio, which includes patents covering key areas such as UI/UX, powertrain, ADAS, vehicle body, and software-hardware integration.

As described above, the Company has developed a suite of technologies that underpin its electric vehicle architecture, propulsion systems, autonomous driving capabilities, and user experience innovations.

Many of these proprietary advancements are protected by patents, and other intellectual property rights.

The Company’s commitment to technological innovation is reflected in its growing intellectual property portfolio, which includes patents and patent applications relating to key areas such as UI/UX, powertrain, ADAS, vehicle body, and software-hardware integration.

The Company has significant capabilities in vehicle engineering, development, and design, with a strong portfolio of proprietary systems and technologies.

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Of these, approximately one-third were issued in the U.S., nearly two-thirds in China, and the remainder in other jurisdictions.

These patents are held across multiple the Company entities, including FFIE (currently referred to as FFIA), FF U.S., FF Automotive (China) Co., Ltd., Leka Automotive Intelligent Technology (Beijing) Co., Ltd., and LeEco Eco-Car (Zhejiang) Co., Ltd.

The Company’s patented technology spans UI/UX, powertrain, advanced driver-assistance systems (“ADAS”), vehicle body, hardware/software platforms, and chassis.

Key patents include the inverter assembly, integrated drive and motor assemblies, methods and apparatus for generating current commands for an interior permanent magnet (“IPM”) motor, and seamless vehicle access system.

These patents provide a technological edge in powertrain efficiency, user experience, and autonomous driving capabilities.

The Company plans to continue filing new patent applications to expand and protect the intellectual property portfolio.

The Company’s core patents will remain in effect until 2035 or 2036, reinforcing its long-term competitive advantage in EV innovation.

The Company has developed an extensive portfolio of proprietary technologies that will be embedded and integrated in its vehicles.

The Company’s vehicle pipeline includes FF 91 series, FX 5 series, FX 6 series, and FX Super One series.

The FF 91 is the current production flagship model, and future pipeline models are contingent upon funding availability.

FF Brand Products

The flagship FF 91 series will define the FF brand DNA.

At the top end, the Futurist configurations of each of these series will be designed to push the core brand values to the maximum.

With this brand DNA, the Company believes its products will be ahead of competition in their respective segments in terms of design, driving experience, interior comfort, connectivity, and user experience.

With a wheelbase of 3,200 mm (126 inches), FF 91, the Company’s flagship vehicle, is designed to be a high-performance luxury electric vehicle in the E-segment/Executive/Full-Size or F-segment/Full-size luxury vehicle segment.

The Company believes that FF 91 represents a “new species” of electric mobility that combines high performance, precise handling, the comfort of a luxury passenger vehicle, and an intelligent, connected user interface which provides a unique mobility experience to both driver and passenger.

It leverages the Company’s proprietary VPA.

This integrated platform provides measurable improvements in overall vehicle structural performance, safety, and handling.

FF 91 features a multi-motor configuration and an all-wheel drive system.

With three electric motors (one in the front and two in the rear), the top configuration (the FF 91 Futurist) is designed to produce 1,050 horsepower and 12,510 Nm of torque to all four wheels.

This enables the FF 91 Futurist to have torque vectoring in the rear for enhanced vehicle dynamics and stability.

Its all-wheel drive system offers greater traction control as well as precise power distribution.

This technology is designed to deliver safety and superior acceleration of 2.27 seconds from 0 to 60 mph.

The variable platform architecture for FF 91 series houses floor-mounted batteries, as well as the Company’s proprietary inverter, the FF Echelon Inverter, and integrated electric motor drive units.

All three elements, battery, inverter and drive units, support an achieved 381 miles of range.

FF 91 is expected to charge at up to a 200kW rate.

The Company plans to provide charging solutions available through the Company’s self-owned stores and the Company partner-owned stores and showrooms.

The FF 91 aims to deliver a top-quality experience that emphasizes personalization and comfort for all users of the vehicle, including both driver and passengers.

In terms of driver comfort, there are six driver-specific screens including an ultra-large heads-up display and slim instrument cluster.

The center information display supports on-screen gesturing with the swipe of a user’s fingers.

The reconfigurable 3D touch steering wheel can allow further user configurability.

The FF 91 is a connected device that has a voice-first user interface as well as an open ecosystem for third-party applications and offers an immersive audio, video, and media experience.

There are over 100 inches of high-resolution viewing area across 11 displays embedded in the vehicle.

These include the industry’s first 17-inch front passenger screen and a large 27-inch rear passenger display, allowing passengers to stream their favorite movies, TV shows and live sports while the FF 91 is in motion without driver distraction.

The voice-first foundation enables multiple natural commands at once, facilitating the areas of comfort (including air conditioning, seat positions, and doors), productivity (including text, email, and phone calls), entertainment (including media playlists and content search) and destination reaching (including refined search and navigation).

The connectivity is powered by “Super Mobile AP”, which consists of up to three 5G modems to realize aggregated high internet speed and great coverage by multiple carriers for high-throughput and continuous coverage.

The Artificial Intelligence system and use of FFID (automatically loaded through facial recognition in each seat) carry the personalized user experience from seat-to-seat and vehicle-to-vehicle.

The front and rear passengers will have (post production and delivery) individual sound zones, which allow passengers in the front and passengers in the rear to listen to their separate audio content with minimal sound interference.

The luxury interior design of the FF 91 Futurist also features “zero gravity” seats in the rear row (with industry leading 48.9 inches rear leg room and 60-degree recline).

The vehicle will also offer a spa mode with personalized seat position, ventilation, massage settings, light animations, and ambient sound.

For autonomous driving, FF 91 is expected to have an array of cameras, sensors and LIDARs.

Once an autonomous driving software solution is validated and released, the Company anticipates that its autonomous driving system will deliver several highway autonomy and parking features, and through continuous learning over time, will enable AVP - where the vehicle can autonomously navigate a parking lot, find a parking space and park itself.

Eventually, the adaptive learning could allow the driver to use an application to park and summon the vehicle after the driver has exited the vehicle.

FF 91 will feature an advanced autonomous driving system that will deliver multiple ADAS features through a combination of the Company’s own as well as partners’ applications.

The Company plans to devote resources to autonomous driving research and development and plans to work with partners to deliver full autonomous-driving capabilities in highway and urban driving, as well as parking, across its vehicle lines in the future.

As limited edition, FF 91 2.0 Futurist Alliance currently has a list price, or MSRP, of $309,000.

FX Brand Products

The FX Brand includes three planned models—FX 5, FX 6, and FX Super One—each designed to cater to specific consumer segments and compete with other mass-market electric vehicles.

The FX 5 series is designed for young professionals and first-time EV buyers, with a price range of $20,000 and $30,000.

It is position to compete with top-selling EVs and gas-powered vehicles, including the Tesla Model 3, Hyundai Kona Electric, Chevrolet Bolt EV, and Nissan Leaf.

The FX 6 series is a family-friendly AIEV with a luxury design, premium safety features, smart cabin technology, and smart AI technology, priced between $30,000 and $50,000.

It is positioned to compete with the Toyota bZ4X, Hyundai Ioniq 5, Kia EV6, and Ford Mustang Mach-E.

The FX Super One series is a premium AI Multi-Purpose Vehicle (“MPV”) designed for high-profile individuals and professionals.

Combining luxury, versatility, and advanced AI integration, it is engineered to support diverse mobility, business, and lifestyle needs, with features tailored for executive travel, family comfort, and leisure.

It is positioned to compete with Mercedes EQV, Chrysler Pacifica Hybrid, Rivian R1S, and Volkswagen ID.

Manufacturing Strategy

The Company builds its FF 91 series vehicles at FF ieFactory California, its manufacturing facility in Hanford, California, which has an estimated annual capacity of 10,000 vehicles.

The facility supports key manufacturing operations, including body assembly, paint operations, final vehicle assembly, and end-of-line testing for the FF 91.

The Company intends for its vehicle engineering and manufacturing teams to work closely together to streamline the feedback loop, enabling rapid product enhancements and quality improvements.

Additionally, the company will extensively utilize virtual manufacturing simulation methods to validate operations and optimize manufacturing processes.

The Company also plans to manufacture the FX 5 series, FX 6 series, and FX Super One series at FF ieFactory California, leveraging its existing infrastructure to support production.

These models will be integrated into the facility’s flexible manufacturing system, allowing for efficient scaling of production as demand grows.

The Company has built a strong global supply chain, partnering with reputable suppliers across North America, Europe, and Asia to source systems, components, raw materials, parts, manufacturing equipment, and essential services.

The Company has successfully onboarded suppliers for all FF 91 components, ensuring a streamlined production process.

In November 2024, the Company entered into definitive agreements, through its subsidiary Faraday X, with leading OEMs in Asia to support development, testing, regulatory compliance, supply chain management, and production planning of the new FX models.

For other key agreements, r efer to the Key Agreements and Partnerships subsection below.

To strengthen supplier relationships, the Company launched the Vendor Trust Program, offering enhanced collateral and repayment protections to key suppliers in exchange for their commitment to supporting the Company’s production goals.

These strategic partnerships and initiatives reinforce the Company’s mission to deliver high-quality electric vehicles to the market.

Sales, Delivery, and Servicing of Vehicle

The Company initiated delivery of the first FF 91s in 2023.

The Company is adopting a direct sales model that integrates online and offline sales channels to drive sales.

The Company’s offline sales network will consist of the self-operated experience centers and partner-owned experience centers.

The self-operated experience centers are expected to establish brand awareness and provide a seamless vehicle purchase experience, while the partner-owned experience centers (established dealerships) are expected to expand the sales and distribution network without substantial capital investment by the Company.

The Company may consider other Company-operated experience centers in the U.S., Ch ina and the Middle East.

These locations would operate as experiential showrooms for the Company’s electric vehicle models, offering sales, after-sales, and charging services.

Additionally, Company Partner-owned stores and showrooms would support its online-to-offline sales model, vehicle delivery, charging service and other user operations.

All purchase transactions will be processed online through the Company’s website or mobile apps, while Company Partners will support the process (including demonstration drives and providing vehicle information) and receive compensation based on a revenue sharing model and territory and/or services performed.

Users accessing FF.com can directly purchase the vehicle online and can choose their closest self-operated experience centers or partner-owned experience centers and showroom for support.

Customers going to a partner-owned experience center will be supported by staff and directed to FF.com for purchasing.

The Company believes that once the reputation of Company vehicles has been established and users are familiar with Company vehicles, an increasing share of the vehicle sales process is likely to be completed fully online.

This will further free up offline capacity and potentially increase productivity for the Company’s Partner-operated experience centers.

As the Company will oversee delivery of the vehicles, both Company stores and partner-owned experience centers and showrooms will be able to run their operations in an asset-light fashion.

The partner-owned experience centers and showrooms will be the prioritized network for servicing the Company’s vehicles, which may include repair, maintenance, and bodywork services.

The Company will also contract with select third-party service centers to ensure coverage and will deploy mobile service vans based on user demand.

To ramp up its service capabilities, FF Eco Sales Company, LLC, the Company’s sales subsidiary, has engaged Somit Solutions (“KPIT”) to support the Company’s Aftersales with the development of the underlying systems required to support all after-sales elements, such as repair order, warranty, parts catalog, repair manuals to support the expansion of the its Service Network.

Additionally, the Company plans to engage with a national automotive services provider to support the Company’s Aftersales operations, such as shipping logistics, as well as leveraging a service center network.

The Company’s users will benefit from its connected remote service platform.

For other key agreements r efer to the Key Agreements and Partnerships subsection below.

These patents are held across multiple the Company entities, including FFAI, FF U.S., FF Automotive (China) Co., Ltd., Leka Automotive Intelligent Technology (Beijing) Co., Ltd., and LeEco Eco-Car (Zhejiang) Co., Ltd.

The Company’s patented technology spans UI/UX, powertrain, ADAS, vehicle body, hardware/software platforms, and chassis.

The Company plans to continue filing new patent applications to expand and protect its intellectual property portfolio.

In addition, the Company has disclosed patent applications relating to its AI-powered hybrid extended-range systems initiative, including an application involving deep reinforcement learning techniques intended to support dynamic energy management in hybrid systems, as well as applications involving structural designs intended to simplify certain plug-in hybrid system architectures.

The Company’s current strategy for this initiative includes evaluation of potential near-term use of third-party range extender technology in planned FX vehicles, as well as longer-term development of proprietary AI-driven range extender solutions.

These activities remain subject to further development, technical validation, financing, and commercialization planning.

The Company’s core patents are expected to remain in effect until 2035 or later, supporting its long-term position in EV innovation.

FF and FX Brands

The Company’s flagship FF 91 and F 92 series are intended to define the FF brand DNA and represent the Company’s ultimate AI-luxury positioning.

At the high end of the FF product lineup, the “Futurist Alliance” configurations are designed to emphasize the Company’s core brand attributes, including design, driving experience, interior comfort, connectivity, and a personalized, connected user experience for drivers and passengers.

The FX brand is intended to broaden the Company’s reach into higher-volume segments through planned models, including the FX 4, FX 6, and FX Super One, which the Company describes as a “First Class AI-MPV.” The Company expects these planned FX models to include a mix of battery-electric and range-extended powertrain configurations and to expand its product portfolio beyond the ultra-luxury segment.

Production Models

The Company’s current vehicle lineup consists of two models that are in production or pre-production and are intended to address the ultra-luxury and premium multi-purpose vehicle segments.

The FF 91 series represents the Company’s first production vehicle and serves as the flagship model of the FF brand.

The FF 91 is positioned as an ultra-luxury, AI-enhanced electric vehicle in the E-segment / Executive Full-Size or F-segment / Full-Size luxury category and is designed to deliver high performance, advanced technology integration, and a premium passenger experience.

The FF 91 is built on the Company’s proprietary Variable Platform Architecture (“VPA”), which integrates the battery system, electric drive units, and inverter into a unified platform.

In its top Futurist Alliance configuration, the FF 91 features a tri-motor all-wheel-drive system consisting of one front motor and two rear motors.

This configuration is designed to produce up to 1,050 horsepower and approximately 12,510 Nm of torque and to enable torque vectoring at the rear axle to support vehicle dynamics, stability, and traction.

The FF 91 Futurist Alliance is designed to accelerate from 0 to 60 miles per hour in approximately 2.27 seconds.

Connectivity is enabled through the Company’s Super Mobile AP system, which includes up to three 5G modems to support high-throughput data connectivity and network coverage.

The artificial intelligence system utilizes FFID facial recognition technology to load personalized user profiles automatically, allowing preferences to transfer across seats and between vehicles.

Planned post-production features include individualized sound zones and rear “zero-gravity” seating with extended legroom and recline functionality.

As a limited-edition model, the FF 91 2.0 Futurist Alliance currently has a manufacturer’s suggested retail price of approximately $309,000.

Since the commencement of deliveries in August 2023, the Company has delivered a limited number of FF 91 vehicles.

The FX Super One series is the first multi-purpose vehicle (“MPV”) under the FX brand.

It is positioned as a premium, AI-enhanced MPV designed to serve a range of mobility, business, and lifestyle use cases, including executive transportation, family travel, and leisure applications.

The vehicle is designed to offer a spacious interior with multiple rows of seating, ambient lighting, and integrated entertainment systems.

The FX Super One is planned to be offered with two powertrain configurations:

a battery electric vehicle (“BEV”) version and an AI hybrid extended-range configuration.

The vehicle is also expected to be equipped with an all-wheel-drive system.

The Company announced that pre-production of the FX Super One began at its Hanford, California manufacturing facility in December 2025.

The Company has outlined a phased delivery strategy for the FX Super One in the United States, with initial deliveries expected to begin in the second quarter of 2026, followed by a gradual ramp-up toward broader consumer availability in late 2026 or early 2027, subject to regulatory approvals, production readiness, and market conditions.

The FX Super One incorporates the Company’s Super EAI F.A.C.E.

System, an AI-enabled front communication interface designed to support multimodal interaction, including voice, gesture, and touch inputs.

The system is intended to support user interaction and vehicle connectivity.

The FX Super One is positioned within the premium MPV segment.

Pipeline Products

In addition to the FF 91 series and the FX Super One, the Company is developing additional vehicle models under the FX brand as part of its product pipeline.

The Company’s updated master plan includes research and development for the next-generation FF 92.

The FF 92 is intended to succeed the FF 91 series and further develop the Company’s AI and EV technology platform.

Detailed specifications and timing have not yet been publicly disclosed.

The FX 4 is envisioned as an AI-enhanced midsize sport utility vehicle intended to expand the Company’s presence in a broader vehicle segment.

The Company expects the FX 4 to be priced between $30,000 and $45,000 and to be offered with both range-extended and battery-electric powertrain options.

The FX 4 is intended to compete in a segment that includes vehicles such as the Toyota RAV4, Honda CR-V, Toyota bZ4X, Hyundai Ioniq 5, and Nissan Leaf.

Additional details regarding specifications and launch timing have not yet been publicly announced.

The FX 6 is envisioned as a family-oriented, AI-enhanced electric vehicle designed to incorporate premium design, safety features, and smart cabin and AI technologies.

The Company expects the FX 6 to be priced between $30,000 and $50,000 and, like the FX 4, to be offered with both range-extended and battery-electric powertrain options.

The FX 6 is intended to compete in a segment that includes vehicles such as the Toyota bZ4X, Hyundai Ioniq 5, Kia EV6, and Ford Mustang Mach-E.

Additional details regarding specifications and launch timing have not yet been publicly disclosed.

Manufacturing and Distribution Strategies

Manufacturing and Assembly Strategy and Facilities

To implement a capital-light business model, the Company has adopted a hybrid manufacturing strategy centered on its manufacturing facility in Hanford, California, together with planned assembly activities in the United Arab Emirates (“U.A.E.”).

In addition to its U.S.

operations, the Company has established Faraday Future Middle East FZ-LLC to support assembly and sales expansion in the Middle East region.

Through an agreement with the Ras Al Khaimah Economic Zone (“RAKEZ”), the Company plans to lease a facility of approximately 108,000 square feet in the U.A.E.

This expansion is intended to support the Company’s “third pole” strategy, complementing its dual-home markets of the United States and China.

The Company currently builds its FF 91 series vehicles at FF aiFactory California, its manufacturing facility located in Hanford, California.

The facility consists of approximately 1.1 million square feet and, based on the current build-out plan, is expected to have an estimated annual production capacity of approximately 30,000 vehicles.

FF aiFactory California supports key manufacturing operations, including body assembly, paint operations, final vehicle assembly, and end-of-line testing for the FF 91.

The Company also plans to assemble the FX Super One and future FX series vehicles at FF aiFactory California, leveraging the facility’s existing infrastructure.

The Company intends for its vehicle engineering, purchasing, manufacturing, quality, and sales teams to work together across the value chain to improve coordination between design and production and to support quality assurance and product improvements.

In addition, the Company plans to utilize virtual manufacturing simulation methods to validate operations and optimize manufacturing processes.

The Company has established a global supply chain and works with suppliers across North America, Europe, and Asia to source systems, components, raw materials, parts, manufacturing equipment, and essential services.

The Company has onboarded suppliers for FF 91 components to support production activities.

In November 2024, the Company, through its subsidiary Faraday X, entered into definitive agreements with OEMs in Asia to support development, testing, regulatory compliance, supply chain management, and production planning for future FX

For additional information regarding certain key agreements, see the Key Agreements and Partnerships subsection below.

Subsequent to December 31, 2025, the Company entered into an executed agreement with a third-party automotive partner relating to certain engineering, testing, certification, supply chain, and related development activities for the FX Super One.

Because this arrangement was entered into after year end, it did not form part of the Company’s supplier arrangements as of December 31, 2025.

Distribution Model

The Company launched its first passenger vehicles in the United States in 2023.

The Company plans to utilize a direct sales model integrating online and offline sales channels to support vehicle sales and user operations, including activities involving customers, drivers, and passengers of FF series vehicles.

The Company also plans to work with partners through a co-creation and ecosystem-based sales model intended to support an asset-light approach to sales and distribution.

The Company’s offline sales are planned to be conducted through partner-owned stores and showrooms.

The Company believes this approach may support expansion of its sales and distribution network without substantial capital investment.

Co-Creation Program

Rather than the traditional one-way sales and marketing approach common in the automotive industry, the Company aims to establish a direct and reciprocal relationship with its user base to strengthen brand awareness.

On August 12, 2023, the Company delivered the first FF 91 2.0 Futurist Alliance to its inaugural industry expert Developer Co-Creator.

Since then, the program has promoted its brands, while creative insights and feedback from its Co-Creators continue to refine the features and functionality of its vehicles.

The Company seeks to establish a direct and reciprocal relationship with its user base as part of its efforts to strengthen brand awareness and obtain product feedback.

On August 12, 2023, the Company delivered the first FF 91 2.0 Futurist Alliance.

Since then, the Company has continued to engage with Co-Creators, whose feedback is intended to help inform the refinement of vehicle features and functionality.

Partner Ecosystem Model

The Company plans to work with partners through a co-creation and ecosystem-based sales model intended to support an asset-light approach to sales and distribution.

Under this model, partners may participate in vehicle sales, user operations, and related ecosystem activities.

The Company believes this approach may support broader market reach and channel development without requiring a traditional inventory-heavy retail model.

Other Sales and Service Capabilities

To complement the Company’s brand-building efforts, its sales team has been building out its sales and services capabilities.

Below is an overview of the Company’s recent advancements:

• Leasing Program Launch:

In collaboration with Luxury Lease Partners, we've initiated a leasing program for its FF 91 2.0 Futurist Alliance owners.

With competitive pricing, customers can acquire its flagship model with just a few electronic clicks, in line with its vision of an intelligent electric future.

To complement the Company’s brand-building efforts, its sales team has been building out its sales and service capabilities.

Recent developments include the following:

• Leasing Program:

In collaboration with Luxury Lease Partners, the Company has launched a leasing program for FF 91 2.0 Futurist Alliance owners.

• Bureau of Automotive Repair License:

Holding a license from the California Bureau of Automotive Repair is a testament to its commitment to uphold the highest compliance standards in vehicle maintenance, warranty repairs, and service.

• Home Charging Installation Program Activation:

In alliance with Qmerit Electrification, we've launched its home charging installation program.

The Company’s Home Charger, which supports up to 19.2 kW, is a Wi-Fi-connected smart charger compatible with most EVs.

The Company holds a license from the California Bureau of Automotive Repair.

• Home Charging Installation Program:

In collaboration with Qmerit Electrification, the Company has launched a home charging installation program.

The Company’s home charger supports up to 19.2 kW and is a Wi-Fi-connected smart charger compatible with most electric vehicles.

• Public Charging P rogram:

Ensuring uninterrupted travel for its vehicle owners, we've rolled out a public charging program.

Every FF 91 2.0 Futurist Alliance owner is entitled to $1,000 charging credits, applicable across major U.S.

The Company has also launched a public charging program.

Each FF 91 2.0 Futurist Alliance owner is eligible for $1,000 of charging credits that may be used across major U.S.

EV charging networks.

Sales, Delivery, and Servicing of Vehicle

Purchase transactions are expected to be processed online through the Company’s website or mobile applications.

Company partners are expected to support the sales process, including demonstration drives and the provision of vehicle information, and to receive compensation based on a revenue-sharing model, territory, and/or services performed.

Users accessing FF.com may purchase vehicles online and may choose the closest partner-owned experience center or showroom for support.

Customers visiting a partner-owned experience center are expected to be supported by staff and directed to FF.com for purchase transactions.

The Company believes that, as users become more familiar with its vehicles, a greater portion of the sales process may be completed online.

The Company expects this approach may increase the efficiency of its partner-operated experience centers.

Because the Company expects to oversee vehicle delivery, both Company stores and partner-owned experience centers and showrooms are expected to operate in an asset-light manner.

Partner-owned experience centers and showrooms are expected to serve as a primary network for servicing the Company’s vehicles, including repair, maintenance, and bodywork services.

The Company also expects to contract with select third-party service centers to support geographic coverage and to deploy mobile service vans based on user demand.

To support expansion of its service capabilities, FF Eco Sales Company, LLC, the Company’s sales subsidiary, has engaged Somit Solutions (“KPIT”) to assist with development of systems supporting after-sales activities, including repair orders, warranty administration, parts catalog management, and repair manuals.

In addition, the Company plans to engage a national automotive services provider to support certain after-sales activities, including shipping logistics and access to a service center network.

The Company also plans to utilize a connected remote service platform.

For additional information regarding certain key agreements, see the Key Agreements and Partnerships subsection below.

Competitive Strengths

The Company believes that its products, technology, team, and business model provide differentiated capabilities.

The Company believes its competitive strengths include the following :

• VPA Platform:

A flexible EV platform designed to support vehicle development and reduce development time and costs.

• Propulsion System:

Proprietary inverter technology and integrated drive units designed to support efficiency, torque control, and vehicle performance.

High-performance computing, driver-assistance functionality, and cloud connectivity designed to support the user experience.

• Intellectual Property Portfolio:

Proprietary technologies and related intellectual property in areas including battery technology, powertrain, software, and user interface design.

• Experienced Leadership:

A management team with experience in the automotive, technology, and internet sectors.

• Co-Creation Model:

A user-driven approach that fosters engagement, brand loyalty, and product evolution based on real-world input.

• Partner Ecosystem Model:

A partner-based sales and distribution approach intended to support an asset-light operating model and broader market reach.

The Company’s proprietary Variable Platform Architecture (“VPA”) is a skateboard-like platform that incorporates the critical components of an electric vehicle and can be configured to accommodate various motor and powertrain configurations.

This flexible, modular design is intended to support a range of consumer and commercial vehicles and facilitate development of multiple vehicle programs in a cost- and time-efficient manner.

Propulsion System

The Company’s propulsion system includes a proprietary inverter design and proprietary drive propulsion system.

The proprietary FF Echelon Inverter is designed to drive a large amount of current in a compact space using parallel Insulated Gate Bipolar Transistors (“IGBTs”), supporting low inverter losses and high efficiency.

The propulsion system is also designed to provide torque accuracy and fast transient response.

The electric motor drive units are integrated with the inverter, transmission, and motor to support packaging efficiency and overall system design.

The Company’s integrated powertrain is designed to support horsepower, efficiency, and acceleration performance.

The FF 91 has received an EPA-estimated range of 381 miles on a single charge, and the Company has reported internally measured acceleration of 2.27 seconds from 0 to 60 miles per hour.

Internet, Autonomous Driving, and Intelligence (“I.A.I”) System

The Company’s I.A.I.

technology is designed to support high-performance computing, high-speed internet connectivity, OTA updates, an open ecosystem for third-party application integration, and an autonomous driving-ready system, together with other proprietary features intended to support a personalized user experience.

The FF 91 series features a dual systems-on-a-chip (“SoC”) computing platform for in-vehicle infotainment, an NVIDIA-based autonomous driving hardware platform, and a high-speed connectivity system capable of supporting up to three simultaneous 5G connections.

Together, these systems are designed to support a voice-first user experience, cloud connectivity, and highway autonomous driving-ready functionality.

system is built on an enhanced Android Automotive code base and is updated with each release of Google’s platform.

The Company’s vehicles use the proprietary FFID unique identifier to support personalized content, applications, and user experiences.

FFID is intended to provide a consistent user profile across the FF ecosystem as the user moves from one seat to another or from one vehicle to another.

Intellectual Property Portfolio

The Company has capabilities in vehicle engineering, vehicle design and development, as well as software, internet, and artificial intelligence.

The Company has also developed proprietary processes, systems, and technologies across these areas.

The Company’s research and development efforts have resulted in an intellectual property portfolio covering battery, powertrain, software, user interface design and user experience design (“UI/UX”), and advanced driver-assistance systems, among other areas.

Representative proprietary technologies include inverter designs integrated into electric drive units, keyless entry technology, gesture controls, and driver-assistance-related technologies.

The Company believes its intellectual property portfolio may support differentiation from competitors and product development across future vehicle programs.

These key patents will expire in 2035 or 2036.

Experienced Leadership

The Company is led by a management team with experience in the automotive, communications, and internet sectors.

Global Co-Chief Executive Officer Matthias Aydt has been with the Company for over eight years.

Before being appointed Global Co-Chief Executive Officer, he served in several roles, including Head of Product Execution, Head of Vehicle R&D and Vehicle Engineering, Head of Product Definition and Mobility Ecosystems, and Head of Business Development.

Aydt has over 40 years of experience with luxury OEMs across technology, operations, and general management, including experience in developing multinational organizations, establishing cross-functional work environments, and designing development, project management, and simultaneous engineering processes.

Founder and Global Co-Chief Executive Officer Yueting Jia, who served as Chief Product and User Ecosystem Officer before April 2025, focuses on product and mobility ecosystem development, internet and AI, advanced research and development technologies, and user ecosystem initiatives.

Jia founded Leshi Information Technology Co., Ltd., a video streaming website, in 2004.

He also founded Le Holdings Co.

(“LeEco”), an internet ecosystem and technology company with businesses that included smartphones, smart TVs, smart vehicles, internet sports, video content, internet finance, and cloud computing.

Other members of the Company’s management team also have experience in areas such as vehicle engineering, battery systems, powertrain, software, internet, AI, and consumer electronics.

Marketing and Sales Approach Through User Co-Creation

As the Company looks forward, its focus is set on continued ramp of vehicle production and building the Company’s brands through user co-creation (“Co-Creation”).

And these initiatives do more than just elevate the brands’ presence;

they cultivate a deep connection between the Company and its community, offering an enriched brand journey.

At the core, Co-Creation transcends mere collaboration;

it's the manifestation of the Company’s commitment to centering its users in all the Company’s endeavors.

Competitive Strengths

The Company has experienced, and expects to continue to experience, intense competition from several companies, particularly as the transportation sector increasingly shifts toward low-emission, zero-emission, or carbon-neutral solutions.

Many established and new automobile manufacturers have entered or have indicated an intention to enter the alternative fuel and electric vehicle market.

Many major automobile manufacturers, such as Tesla, Porsche, Mercedes-Benz, Rolls-Royce, and Audi, currently offer electric vehicles.

Other CSRC filings automobile manufacturers are also developing electric vehicles, including NIO, XPeng, Li Auto, and Lucid Motors, among others.

In addition, several manufacturers offer hybrid vehicles, including plug-in versions.

The Company’s FF series directly competes with other pure-play electric vehicle companies targeting the high-end segment, while also competing to a lesser extent with NEVs and ICE vehicles in the mid- to high-end segment offered by traditional OEMs.

The FX series is intended to compete with other mass-market electric vehicles.

The Company believes the primary competitive factors in the electric vehicle market include, but are not limited to :

• brand recognition;

• technological innovation, recently enhanced through PT Gen 2.0;

• customer experience, vehicle performance, quality, safety and reliability;

• space, comfort, and user experience;

• design, styling, and interior materials;

• supply chain management;

• manufacturing efficiency.

The Company believes that it will compete favorably with its competitors on the basis of these factors.

However, most of the Company’s current and potential competitors have greater financial, technical, supply chain, manufacturing, marketing, and other resources than the Company.

They may be able to deploy greater resources to the design, development, manufacturing, supply chain, distribution, promotion, sales, marketing, and support of their electric vehicles.

Additionally, the Company’s competitors may also have greater name recognition, longer operating histories, lower material costs, larger sales forces, broader customer and industry relationships, and other resources than the Company .

Key Agreements and Partnerships

The Company has formed strategic agreements to support its manufacturing, technology, and market expansion.

The Company also engaged Somit Solutions (“KPIT”) and SalesForce to develop after-sales service infrastructure.

FX Vehicle Co-Development Agreements

In November 2024, the Company entered into definitive agreements, through its subsidiary Faraday X, with leading OEMs in Asia for the joint development of new FX vehicle models.

These agreements outline plans for collaboration on the development, testing, regulatory compliance, supply chain management and more.

FX’s first vehicle model is planned to roll off the production line by the end of 2025.

In November 2024, the Company, through its subsidiary Faraday X, entered into definitive agreements with OEMs in Asia for the joint development of new FX vehicle models.

These agreements provide for collaboration on development, testing, regulatory compliance, supply chain management, and production planning.

In December 2025, the first FX pre-production vehicle rolled off the line at the Company’s FF aiFactory California manufacturing facility.

FX Vehicle Engineering Agreements

In January 2025, the Company entered into definitive engineering services agreements through its FX subsidiary with an automotive original equipment manufacturer in Asia.

Pursuant to these agreements, the counterparty will provide vehicle engineering, product development, validation, certification support, and manufacturing engineering services in support of the Company’s FX vehicle program, including activities intended to advance the vehicle toward mass-production readiness.

After-Sales and Service

The Company U.S.

has engaged Somit Solutions (“KPIT”) to support the development of the underlying after-sales Service Systems (U.S.

and China), plans to further engage a U.S.

based national automotive services provider to support aftersales operations (U.S.

only), and has engaged SalesForce (U.S.

only) to deliver and service in compliance with governmental agencies and to support critical path alignment with the Company’s user journeys.

The Company has engaged Somit Solutions (“KPIT”) to support development of underlying after-sales service systems in the United States and China.

The Company also plans to engage a U.S.-based national automotive services provider to support certain after-sales operations in the United States.

Governmental Regulations, Programs and Incentives

The Company operates in an industry that is subject to extensive environmental regulation, which has become more stringent over time.

The laws and regulations to which the Company is subject govern, among others, vehicle emissions, battery safety, energy efficiency, data security, and the storage, handling, treatment, transportation, and disposal of hazardous materials.

Additionally, The Company must comply with regulations related to the remediation of environmental contamination and sustainable vehicle production practices.

Compliance with such laws and regulations at an international, regional, national, provincial, and local level is critical to its ability to continue operations.

Environmental standards applicable to the Company are established by the laws and regulations of the countries in which the Company operates, as well as standards adopted by regulatory agencies and the permits and licenses issued to us.

Each of these regulatory sources is subject to periodic modifications, and the Company anticipates that compliance requirements will continue to become more stringent over time.

Violations of these laws, regulations, or permit conditions may result in substantial administrative, civil, or criminal fines, operational penalties, or orders to cease operations or to conduct or pay for corrective work.

In some instances, non-compliance may lead to the suspension or revocation of permits or business licenses, affecting the Company’s ability to manufacture and sell vehicles.

In addition to regulations in the United States, the Company must comply with evolving Chinese governmental policies affecting NEVs, foreign investment, foreign exchange, and environmental compliance.

For a summary of the Company’s significant regulations related to its PRC Subsidiaries’ operations, refer to the Requirements Under PRC Laws and Regulations subsection below.

The Company operates in industries that are subject to extensive and evolving governmental regulation.

The Company’s business activities, including artificial intelligence electric vehicle (“AIEV”) development and manufacturing, software-enabled and connected technologies, data management, and digital asset-related initiatives, are affected by a broad range of environmental, safety, technology, financial, and data protection laws and regulations.

Failure to comply with applicable laws,

regulations, permits, approvals, or license requirements could materially and adversely affect the Company’s business, financial condition, and results of operations.

Governance and Regulatory Framework

The Company’s AIEV operations are subject to a complex and evolving regulatory framework governing vehicle design, manufacturing, distribution, software functionality, and post-sale operation.

These regulations address matters including environmental compliance, vehicle safety, energy efficiency, autonomous driving technologies, and the sale and distribution of motor vehicles.

As an AIEV manufacturer, the Company must comply with regulatory requirements administered by multiple governmental authorities at the federal, state, provincial, and local levels, as well as by foreign regulatory agencies in jurisdictions where it operates or intends to operate.

These requirements continue to evolve as governments develop policies addressing electrification, artificial intelligence integration, connected vehicle systems, and emerging mobility technologies.

The regulatory framework applicable to the Company’s AIEV business includes, among other matters, environmental credit programs, autonomous driving and advanced driver-assistance system oversight, and automobile manufacturer and dealer regulations governing vehicle sales, distribution models, licensing, and consumer protection.

The following sections summarize the principal regulatory considerations applicable to the Company’s AIEV operations.

Vehicle Safety and Testing

Our vehicles will be subject to, and must comply with, numerous regulatory requirements established by the National Highway Traffic Safety Administration (“NHTSA”), including all applicable FMVSS.

As a manufacturer, the Company self-certifies that its vehicles meet all applicable FMVSSs before the vehicles can be sold in the U.S.

There are many FMVSSs that apply to Company vehicles, such as crash-worthiness requirements, active safety requirements and electric vehicle requirements (e.g., limitations on electrolyte spillage, battery retention and avoidance of electric shock after certain crash tests).

In addition to FMVSS, the Company is required to comply with other federal laws administered by NHTSA, including the Corporate Average Fuel Economy (“CAFE”) standards, Theft Prevention Act requirements, consumer information labeling requirements, early warning reporting requirements regarding warranty claims, field reports, death and injury reports and foreign recalls and owners’ manual requirements.

The Company must also comply with the Automobile Information and Disclosure Act, which requires manufacturers of motor vehicles to disclose certain information regarding the manufacturer’s suggested retail price, optional equipment and other pricing.

In addition to meeting NHTSA obligations, the Company is also required to comply with the Environmental Protection Agency (“EPA”) and California Air Resource Board (“CARB”) with respect to annual compliance certification and running change impacts in case the vehicle range is impacted by software or hardware updates.

Additionally, NHTSA can, at its discretion, purchase Company vehicles to run a New Car Assessment Program (“NCAP”), which would require the crash test results to be printed on the Monroney Label, as part of the consumer information federal requirements, which combines both NHTSA and EPA consumer information in a single document that is affixed to each new vehicle sold.

The Company vehicles sold outside of the U.S.

will be subject to similar foreign safety, environmental, and other regulations.

If those regulations and standards are different from those applicable in the U.S., the Company will redesign and/or retest the vehicles.

For example, the European Union (“E.U.”) has published new Vehicle General Safety Regulations, applying from July 6, 2022, which introduced a range of mandatory advanced driver assistant systems to improve road safety and establishes the legal framework for the approval of automated and fully driverless vehicles in the EU., Company vehicles sold in China will be subject to compulsory product certification by certification authorities designated by the State Certification and Accreditation Administration Committee.

Additionally, for Company vehicles to be approved for manufacture and sale in China, the vehicles will need to be added to the Announcement of Vehicle Manufacturers and Products issued by the Ministry of Industry and Information Technology (“MIIT”) of China, by showing compliance with the relevant safety and technical requirements and other conditions, including among others, the Administrative Rules on the Admission of New Energy Vehicle Manufacturers and Products and the Administrative Rules on the Admission of Passenger Vehicles Manufacturer and Products, and passing the review by the MIIT.

Battery Safety and Testing Regulations

The Company’s battery packs must conform to mandatory regulations governing the transport of “dangerous goods” that may present a risk in transportation, which includes lithium-ion batteries, and are subject to regulations issued by the Pipeline and Hazardous Materials Safety Administration.

These regulations are based on the UN Recommendations on the Safe Transport of Dangerous Goods Model Regulations and related UN Manual Tests and Criteria.

The regulations vary by mode of transportation when these items are shipped, such as by ocean vessel, rail, truck, or air.

The Company will complete the applicable transportation tests for its battery packs, demonstrating its compliance with applicable regulations.

The Company uses lithium-ion cells in its high-voltage battery packs.

The use, storage and disposal of the Company’s battery packs is regulated under federal law.

The Company will enter into agreements with third-party battery recycling companies to recycle its battery packs.

In addition to this, China and Europe have stringent battery safety regulations which the Company designs its batteries to comply with.

The Company’s vehicles are subject to, and must comply with, numerous regulatory requirements established by the National Highway Traffic Safety Administration (“NHTSA”), including applicable Federal Motor Vehicle Safety Standards (“FMVSS”).

As a manufacturer, the Company self-certifies that its vehicles meet all applicable FMVSS requirements before they may be sold in the United States.

These requirements include, among others, crashworthiness standards, active safety requirements, and electric vehicle requirements, such as limitations on electrolyte spillage, battery retention, and protection against electric shock following specified crash tests.

In addition to FMVSS requirements, the Company is subject to other federal laws administered by NHTSA, including Corporate Average Fuel Economy (“CAFE”) standards, Theft Prevention Act requirements, consumer information labeling requirements, early warning reporting requirements relating to warranty claims, field reports, death and injury reports, foreign recalls, and owners’ manual requirements.

The Company is also subject to the Automobile Information and Disclosure Act, which requires manufacturers to disclose specified information relating to the manufacturer’s suggested retail price, optional equipment, and other pricing information.

In addition, the Company is required to comply with Environmental Protection Agency (“EPA”) and California Air Resources Board (“CARB”) requirements relating to annual compliance certification and certain running changes, including where vehicle range may be affected by software or hardware updates.

NHTSA may also, at its discretion, purchase Company vehicles for testing under the New Car Assessment Program (“NCAP”), and the results of such testing may be required to appear on the Monroney label affixed to new vehicles sold in the United States.

Vehicles sold outside the United States are subject to similar foreign safety, environmental, and other regulatory requirements.

Where those regulations and standards differ from those applicable in the United States, the Company may be required to redesign and/or retest its vehicles.

For example, the European Union (“E.U.”) has adopted vehicle safety regulations that include certain mandatory advanced driver-assistance system requirements and a framework for approval of automated and driverless vehicles.

Vehicles sold in China are also subject to compulsory product certification requirements and, to be approved for manufacture and sale in China, must be included in the Announcement of Vehicle Manufacturers and Products issued by the Ministry of Industry and Information Technology (“MIIT”) of China, following demonstration of compliance with applicable safety, technical, and other regulatory requirements.

Environmental Credits

In connection with the production, delivery, and placement into service of the Company’s zero-emission vehicles, the Company may earn tradable credits under certain governmental programs designed to incentivize such activities.

The Company may sell the Company’s future credits to automotive companies and other regulated entities who can use the credits to comply with emission standards and other regulatory requirements.

Under the EPA’s Light-Duty Vehicle Greenhouse Gas Emissions Standards, the Company may generate carbon dioxide emissions credits that can be sold to conventional internal combustion engine vehicle manufacturers.

On December 30, 2021, EPA issued new greenhouse gas emissions standards for model years 2023-2026 light duty vehicles that accelerates the annual year-over-year increase in the stringency of the standards from 1.5% to 5-10%.

These standards include carbon dioxide emission credit multipliers for the sale of electric vehicles, and EPA predicts that the standards will result in electric and plug-in hybrid vehicles having a market share of approximately 17% by model year 2026.

Similarly, on August 25, 2022, the California Air Resources Board approved the Advanced Clean Cars II rule, which amends California’s existing Zero Emission Vehicle Regulation to require an increasing number of zero-emission vehicles starting with model year 2026 and growing to a 100% transition of light duty passenger vehicles to electric vehicles by model year 2035.

Under both federal and California regulations, the Company may earn salable regulatory credits as vehicle manufacturers are required to meet annual emissions or zero-emissions vehicle sales requirements or purchase commensurate offset credits.

The Company may also earn similar fuel economy and clean fuels credits under other regulatory regimes in the U.S.

The Company may earn tradable regulatory credits in connection with the production, delivery, and placement into service of its zero-emission vehicles under various governmental programs designed to promote the development and adoption of low- or zero-emission vehicles.

These credits may be sold to other automotive manufacturers and regulated entities that use such credits to comply with applicable emissions standards and other regulatory requirements.

On December 30, 2021, the Environmental Protection Agency (“EPA”) issued greenhouse gas emissions standards for model years 2023 through 2026 light-duty vehicles that accelerated the annual increase in the stringency of such standards from 1.5% to 5% to 10%.

These standards include carbon dioxide emission credit multipliers for the sale of electric vehicles, and the

EPA has indicated that the standards are expected to contribute to increased market share for electric and plug-in hybrid vehicles by model year 2026.

Similarly, on August 25, 2022, the California Air Resources Board (“CARB”) approved the Advanced Clean Cars II rule, which amended California’s existing Zero Emission Vehicle Regulation to require an increasing number of zero-emission vehicles beginning with model year 2026 and progressing to a 100% transition of light-duty passenger vehicles to zero-emission vehicles by model year 2035.

The Company may also earn similar regulatory credits under other applicable regulatory regimes in the United States and abroad.

EPA Emissions and Certification

Clean Air Act requires that the Company obtain a Certificate of Conformity issued by the EPA and approval under California Executive Order issued by CARB certifying that Company vehicles comply with all applicable emissions requirements.

A Certificate of Conformity is required for vehicles sold under the EPA Clean Air Act’s standards.

A CARB Executive Order is required for vehicles sold in states that have adopted California’s stricter standards for emissions controls related to new vehicles and engines sold in such states.

States that have adopted the California standards as approved by EPA also recognize the CARB Executive Order for sales of vehicles, of which the FF 91 is certified under the CARB executive order as a zero-emission vehicle.

In addition to California, there are 17 other states that have either adopted or are in the process of adopting the stricter California standards, including New York, Massachusetts, Vermont, Maine, Pennsylvania, Connecticut, Rhode Island, Washington, Oregon, New Jersey, Maryland, Virginia, Delaware, Colorado, Minnesota, Nevada, Virginia, and New Mexico.

The Company has current for the FF 91 both the EPA certificate of conformity and is certification from CARB as being a zero-emission vehicle, and an EPA attested range of 381 miles.

Starting in model year 2026, the Company must also meet California data standardization requirements for zero-emission vehicles, which specifies required vehicle and battery data that must be made available to vehicle owners through a scan tool device.

Regulation––Self Driving

Currently, there are no federal U.S.

regulations pertaining to the safety of self-driving vehicles;

however, the NHTSA has established recommended guidelines.

states have legal restrictions on self-driving vehicles, and many other states are considering them.

This patchwork of licensing requirements increases the legal complexity for Company vehicles.

In Europe, certain vehicle safety regulations apply to self-driving braking and steering systems, and certain treaties also restrict the legality of certain higher levels of self-driving vehicles.

Self-driving laws and regulations are expected to continue to evolve in numerous jurisdictions in the U.S.

and foreign countries, and may create restrictions on self-driving features that the Company develops.

International standards exist for ensuring the safety of intended functionality, which provides a framework for OEMs to build a safety case as part of the development of robustly designed and validated self-driving vehicles.

For the current deployment of self-driving vehicles, permits are required which include approved, limited, operational design domains which define the limits to which self-driving vehicles are able to operate in.

Clean Air Act requires the Company to obtain a Certificate of Conformity issued by the U.S.

Environmental Protection Agency (“EPA”), and California law requires the Company to obtain a California Executive Order issued by the California Air Resources Board (“CARB”), certifying that applicable vehicles comply with relevant emissions requirements.

A Certificate of Conformity is required for vehicles sold under applicable EPA standards, and a CARB Executive Order is required for vehicles sold in states that have adopted California’s emissions standards for new vehicles and engines.

States that have adopted California standards as approved by the EPA also recognize the CARB Executive Order for vehicle sales.

The FF 91 for model year 2025 has an EPA Certificate of Conformity and CARB certification as a zero-emission vehicle, as well as an EPA-attested range of 381 miles.

For future model years, including FF 91 model year 2026, the Company will be required to obtain the applicable EPA Certificate of Conformity and CARB Executive Order before sale, as applicable.

Beginning with model year 2026, the Company will also be required to comply with California data standardization requirements for zero-emission vehicles, which specify certain vehicle and battery data that must be made available to vehicle owners through a scan-tool device.

Automobile Manufacturer and Dealer Regulation

state laws regulate the manufacture, distribution and sale of automobiles, and generally require motor vehicle manufacturers and dealers to be licensed in order to sell vehicles directly to consumers in the state.

The Company will need to secure dealer licenses (or their equivalent) to engage in sales activities for its self-operated experience centers and service centers, while partners in certain states will support by providing services via partner-owned experience centers and showrooms.

The Company has received its dealer license from the State of California and is able to sell automobiles across the U.S.

In China, automobile suppliers and dealers are required to receive a business license and file and update the relevant information through the information management system for the national automobile circulation operated by the competent commerce department in China.

Additionally, according to the Administrative Measures on Automobile Sales, automobile suppliers and dealers shall sell automobiles, spare parts, and other related products that are in compliance with relevant provisions and standards of the state, and the dealers shall, in an appropriate manner, expressly indicate the prices of automobiles, spare parts, and other related products as well as the rates of charges for various services on their business premises, and shall not sell products at higher prices or charge other fees without express indication.

state laws regulate the manufacture, distribution, and sale of automobiles and generally require motor vehicle manufacturers and dealers to be licensed in order to sell vehicles directly to consumers in a state.

The Company may need to obtain dealer licenses, or their equivalents, to engage in sales activities for its self-operated experience centers and service centers, while partners in certain states may provide services through partner-owned experience centers and showrooms.

In China, automobile suppliers and dealers are required to obtain a business license and file and update relevant information through the information management system for national automobile circulation operated by the competent commerce department in China.

In addition, under the Administrative Measures on Automobile Sales, automobile suppliers and dealers are required to sell automobiles, spare parts, and other related products that comply with applicable state provisions and standards.

Dealers are also required to indicate, in an appropriate manner, the prices of automobiles, spare parts, and related products, as well as the rates charged for various services on their business premises, and may not sell products at higher prices or charge additional fees without express disclosure.

Battery Safety and Testing Regulations

The Company’s battery packs are subject to mandatory regulations governing the transportation of dangerous goods, including lithium-ion batteries, and to regulations issued by the Pipeline and Hazardous Materials Safety Administration (“PHMSA”).

These regulations are based on the United Nations Recommendations on the Transport of Dangerous Goods Model Regulations and related United Nations Manual of Tests and Criteria.

Applicable requirements vary depending on the mode of transportation, including ocean vessel, rail, truck, or air.

The Company is required to complete applicable transportation tests for its battery packs to demonstrate compliance with these regulations.

The Company uses lithium-ion cells in its high-voltage battery packs.

The use, storage, and disposal of these battery packs are also subject to federal regulation.

The Company may enter into arrangements with third-party battery recycling providers to recycle its battery packs.

In addition, China and Europe have battery safety regulations with which the Company designs its battery systems to comply.

Regulatory Risks Related to Operations in the People’s Republic of China

The Company’s current operations and planned expansion in the People’s Republic of China (“PRC”) are subject to evolving regulatory and governmental oversight.

In recent years, the Chinese government has introduced new policies and restrictions affecting business operations, securities offerings, cybersecurity, and anti-monopoly enforcement.

These regulatory changes may limit its ability to expand in China, attract foreign investment, or maintain its listing on a U.S.

In recent years, the Chinese government has introduced policies and restrictions affecting business operations, securities offerings, cybersecurity, data security, and anti-monopoly enforcement.

These regulatory developments may limit the Company’s ability to expand in China, attract foreign investment, or maintain its listing on a U.S.

stock exchange.

Additionally, the Chinese government retains broad authority to intervene in or influence the operations of the Company’s PRC subsidiaries, which could result in material changes to the Company’s business, financial condition, or the value of its Class A Common Stock and warrants.

For further details on these risks, see “Risk Factors – Risks Related to our Operations in China .”

In addition, the Chinese government retains broad authority to intervene in or influence the operations of the Company’s PRC subsidiaries, which could result in material changes to the Company’s business, financial condition, or the value of its Class A Common Stock and warrants.

For additional information regarding these risks, see “Risk Factors – Risks Related to our Operations in China .”

Requirements Under PRC Laws and Regulations

Under current PRC laws and regulations, each of the Company’s PRC Subsidiaries is requir ed to obtain and maintain a b usiness license to operate in the PRC.

The Company’s PRC Subsidiaries have all received the requisite business license to operate, and no application for business license had been denied.

As the Company’s operations in the PRC expand, its PRC Subsidiaries will be required to obtain approvals, licenses, permits and registrations from PRC regulatory authorities, such as the State Administration for Market Regulation, the National Development and Reform Commission, Ministry of Commerce (“MOFCOM”), and the MIIT, which oversee different aspects of the electric vehicle busi ness.

As of December 31, 2024, its PRC Subsidiaries held all necessary business licenses and approvals, and no applications for required permits have been denied.

However, PRC regulators continue to impose evolving licensing requirements, particularly in the electric vehicle sector, which may affect future compliance obligations.

See “ Risk Factors–Risks Related to our Operations in China–We may be adversely affected by the complexity, uncertainties and changes in PRC regulations on internet-related business, automotive businesses and other business carried out by the Company’s PRC Subsidiaries.

” for a more detailed discussion of the risks relevant to the regulations relating to the operations of the PRC Subsidiaries.

The Company does not believe any permi ssion is required from any Chinese authorities (including the China Securities Regulatory Commission (the “CSRC”) and the Cyberspace Administration of China (the “CAC”)) in connection with its previous offerings or listing.

However, evolving PRC regulations on data security and cybersecurity reviews may introduce new compliance obligations in the future.

The Company does not and immediately prior to the filing of this Annual Report on Form 10-K, will not possess over one million of PRC-based individual’s personal information.

After consulting its PRC counsel, The Company believes it’s currently not subject to the requirement under the Cybersecurity Review Measures that a network platform operator which possesses more than one million users’ personal information must apply for a cybersecurity review with CAC before listing abroad.

In addition, as of December 31, 2024, after consulting its PRC counsel, the Company was not aware of any other laws or regulations currently effecti ve in the PRC which explicitly required the Company to obtain any permission from the CSRC or other Chinese authorities for its previous offering or listing, nor had the Company received any inquiry, notice, or warning from the CSRC or any other Chinese authorities in such respects.

The PRC authorities have implemented new regulations governing overseas securities offerings by Chinese companies, including the Trial Measures for the Overseas Listing of Domestic Enterprises (effective March 31, 2023), which require CSRC filings for future overseas listings.

According to these new laws and regulations and the draft laws and regulations if enacted in their current forms, in connection with the Company’s future securities offering activities, the Company may be required to fulfill filing, reporting procedures with the CSRC, and may be required to go through cybersecurity review by the PRC authorities.

However, there are uncertainties with respect to whether the Company will be able to fully comply with the requirements to obtain such permissions and approvals from or complete such reporting or filing procedures with PRC authorities.

For more detailed information, see “Risk Factors– Risks Related to our Operations in China–The approval of, or filing or other administrative procedures with, the CSRC or other PRC governmental authorities may be required in connection with certain of our financing activities, and, if required, we cannot predict if we will be able to obtain such approval or complete such filing or other administrative procedures” and “Risk Factors– Risks Related to our Operations in China–We face challenges from the evolving regulatory environment regarding cybersecurity, information security, privacy and data protection.

Many of these laws and regulations are subject to change and uncertain interpretation, and any actual or alleged failure to comply with related laws and regulations regarding cybersecurity, information security, data privacy and protection could materially and adversely affect our business and results of operations ” for a more detailed discussion of the relevant risks relating to the applicable of PRC laws and Regulations.

Under current PRC laws and regulations, each of the Company’s PRC subsidiaries is required to obtain and maintain a business license to operate in the PRC.

The Company’s PRC subsidiaries have received the requisite business licenses to operate, and no application for a business license has been denied.

As the Company’s operations in the PRC expand, its PRC subsidiaries may be required to obtain approvals, licenses, permits, and registrations from PRC regulatory authorities, including the State Administration for Market Regulation, the National Development and Reform Commission, the Ministry of Commerce (“MOFCOM”), and the Ministry of Industry and Information Technology (“MIIT”), which oversee different aspects of the electric vehicle business.

As of December 31, 2025, the Company’s PRC subsidiaries held the business licenses and approvals then required for their operations, and no applications for required permits had been denied.

However, PRC regulators continue to impose evolving licensing and compliance requirements, particularly in the electric vehicle sector.

In particular, regulatory requirements relating to cybersecurity, data security, and over-the-air software updates have become more stringent and specific, which may increase future compliance obligations.

For additional information, see “Risk Factors—Risks Related to our Operations in China—We may be adversely affected by the complexity, uncertainties and changes in PRC regulations on internet-related business, automotive businesses and other business carried out by the Company’s PRC subsidiaries.”

The Company does not believe that any permission is required from Chinese authorities, including the China Securities Regulatory Commission (the “CSRC”) and the Cyberspace Administration of China (the “CAC”), in connection with its prior offerings or listing.

However, evolving PRC regulations relating to data security and cybersecurity review may result in additional compliance obligations in the future.

The Company does not, and immediately prior to the filing of this Annual Report on Form 10-K will not, possess the personal information of more than one million PRC-based individuals.

After consultation with its PRC counsel, the Company believes it is not currently subject to the requirement under the Cybersecurity Review Measures that a network platform operator holding personal information of more than one million users apply for a cybersecurity review by the CAC before listing abroad.

In addition, as of December 31, 2025, after consultation with its PRC counsel, the Company was not aware of any other PRC laws or regulations then in effect that explicitly required the Company to obtain permission from the CSRC or other Chinese authorities in connection with its prior offerings or listing, nor had the Company received any inquiry, notice, or warning from the CSRC or any other Chinese authorities in that regard.

The PRC authorities have implemented regulations governing overseas securities offerings by Chinese companies, including the Trial Measures for the Administration of Overseas Securities Offering and Listing by Domestic Enterprises, effective March 31, 2023, which require CSRC filings for future overseas listings.

The Company may be required in connection with future securities offerings to complete filing or reporting procedures with the CSRC and may also be required to undergo cybersecurity review by PRC authorities.

However, there are uncertainties as to whether the Company will be able to fully comply with any such requirements.

For additional information, see “ Risk Factors—Risks Related to our Operations in China—The approval of, or filing or other administrative procedures with, the CSRC or other PRC governmental authorities may be required in connection with certain of our financing activities, and, if required, we cannot predict if we will be able to obtain such approval or complete such filing or other administrative procedures ” and “ Risk Factors—Risks Related to our Operations in China—We face challenges from the evolving regulatory environment regarding cybersecurity, information security, privacy and data protection.

PRC Restrictions on Foreign Exchange and Transfer of Cash

Under PRC laws, current account transactions (including profit distributions and trade-related foreign exchange transactions) generally do not require prior approval from the State Administration of Foreign Exchange (“SAFE”), provided procedural requirements are met.

However, capital account transactions, such as loan repayments in foreign currency, still require SAFE approval or registration.

However, where Chinese Yuan (“CNY”) is to be converted into foreign currency and remitted out of China to pay capital expenses, such as the repayment of loans denominated in foreign currencies, approval from or registration with SAFE or its authorized banks is required.

The PRC government may take measures at its discretion from time to time to restrict access to foreign currencies for current account or capital account transactions.

The PRC government may impose foreign exchange restrictions at its discretion, including tightening outbound capital transfers and foreign currency remittances for current or capital account transactions.

If t he foreign exchange control system prevents the Company’s PRC Subsidiaries from obtaining sufficient foreign currencies to satisfy their foreign currency demands, its PRC Subsidiaries may not be able to pay dividends in foreign currencies to the Company.

Further, the Company cannot assure you that new regulations or policies will not be promulgated in the future and that would have the effect of further restricting the remittance of CNY into or out of the PRC.

The Company cannot assure you, in light of the restrictions in place, or any amendment thereof, that the PRC Subsidiaries will be able to fund their future activities which are conducted in foreign currencies, including the payment of dividends.

Under PRC laws, current account transactions, including profit distributions and trade-related foreign exchange transactions, generally do not require prior approval from the State Administration of Foreign Exchange (“SAFE”), provided that procedural requirements are satisfied.

Capital account transactions, such as loan repayments in foreign currency, generally require SAFE approval or registration.

Where Chinese Yuan (“CNY”) is to be converted into foreign currency and remitted out of China to pay capital expenses, including repayment of loans denominated in foreign currencies, approval from, or registration with, SAFE or its authorized banks is required.

The PRC government may, at its discretion, impose restrictions on access to foreign currencies for current account or capital account transactions, including tightening outbound capital transfers and foreign currency remittances.

If the foreign exchange control system prevents the Company’s PRC Subsidiaries from obtaining sufficient foreign currencies to satisfy their foreign currency needs, the PRC Subsidiaries may not be able to pay dividends in foreign currencies to the Company.

Further, the Company cannot assure investors that new regulations or policies will not be promulgated in the future that would further restrict the remittance of CNY into or out of the PRC.

The Company also cannot assure investors that, in light of current restrictions or any future changes, the PRC Subsidiaries will be able to fund their future activities conducted in foreign currencies, including the payment of dividends.

Furthermore, under PRC laws, dividends may be paid only out of distributable profits.

Distributable profits are the net profit as determined under PRC GAAP, less any recovery of accumulated losses and appropriations to statutory and other reserves required to be made.

The Company’s PRC Subsidiaries shall appropriate 10% of the net profits as reported in their statutory financial statements (after offsetting any prior year’s losses) to the statutory surplus reserves until the reserves have reached 50% of their registered capital.

As a result, its PRC Subsidiaries may not have sufficient, or any, distributable profits to pay dividends to us.

See “ Risk Factors–Risks Related to our Operations in China–We are a holding company and, in the future, may rely on dividends and other distributions on equity paid by the PRC Subsidiaries to fund any cash and financing requirements that we may have, and the restrictions on PRC Subsidiaries’ ability to pay dividends or make other payments to us could restrict our ability to satisfy its liquidity requirements and have a material adverse effect on our ability to conduct its business ” for a more detailed discussion of the relevant risks relating to restrictions on foreign exchange and transfer of cash.

Distributable profits are net profit as determined under PRC GAAP, less any recovery of accumulated losses and appropriations to statutory and other reserves required to be made.

The Company’s PRC Subsidiaries are required to appropriate 10% of net profits reported in their statutory financial statements, after offsetting any prior-year losses, to statutory surplus reserves until such reserves reach 50% of their registered capital.

As a result, the PRC Subsidiaries may not have sufficient, or any, distributable profits to pay dividends to the Company.

See “ Risk Factors—Risks Related to our Operations in China—We are a holding company and, in the future, may rely on dividends and other distributions on equity paid by the PRC Subsidiaries to fund any cash and financing requirements that we may have, and the restrictions on PRC Subsidiaries’ ability to pay dividends or make other payments to us could restrict our ability to satisfy our liquidity requirements and have a material adverse effect on our ability to conduct our business ” for a more detailed discussion of the relevant risks relating to restrictions on foreign exchange and transfer of cash.

How Cash is Transferred Through the Company’s Corporate Organization

The PRC has currency and capital transfer regulations that require the Company to comply with certain requirements for the movement of capital in and out of the PRC.

The Company is able to transfer cash (U.S.

Dollars) to the PRC Subsidiaries through capital contributions (increasing the Company’s capital investment in the PRC Subsidiaries).

The Company may receive cash or assets declared as dividends from the PRC Subsidiaries.

The PRC Subsidiaries can transfer funds to each other when necessary, by way of intercompany loans in the following manner:

• FF Hong Kong Holding Limited, as the holding company of all the other PRC Subsidiaries, can transfer cash to any PRC Subsidiary through capital contribution.

The Company notes Hong Kong’s banking system is outside PRC mainland’s banking system.

As a result, when FF Hong Kong Holding Limited transfers cash to a PRC Subsidiary, it is required to follow the SAFE (as defined below) process and regulation.

• FF Hong Kong Holding Limited, as the holding company of all the other PRC Subsidiaries, may receive cash or assets declared as dividends from the other PRC Subsidiaries.

• Among PRC Subsidiaries other than FF Hong Kong Holding Limited, one PRC Subsidiary can provide funds through intercompany loan to another PRC Subsidiary and each such PRC Subsidiary is required to follow the rules of China Banking Regulatory Commission and other relevant Chinese authorities.

Additionally, one PRC Subsidiary can transfer cash to its subsidiary through capital contribution, and any PRC Subsidiary may receive cash or assets declared as dividends from any of its subsidiaries.

The PRC has currency and capital transfer regulations that require the Company to comply with certain requirements for the movement of capital into and out of the PRC.

The Company may transfer cash (U.S.

dollars) to the PRC Subsidiaries through capital contributions, and the Company may receive cash or assets declared as dividends from the PRC Subsidiaries.

The PRC Subsidiaries may also transfer funds to each other, when necessary, by way of intercompany loans, as follows:

• FF Hong Kong Holding Limited, as the holding company of the other PRC Subsidiaries, may transfer cash to a PRC Subsidiary through capital contribution.

Because Hong Kong’s banking system is outside mainland China’s banking system, transfers by FF Hong Kong Holding Limited to a PRC Subsidiary are subject to applicable SAFE procedures and regulations.

• FF Hong Kong Holding Limited, may also receive cash or assets declared as dividends from the other PRC Subsidiaries.

• Among PRC Subsidiaries other than FF Hong Kong Holding Limited, one PRC Subsidiary may provide funds to another PRC Subsidiary through an intercompany loan, subject to the rules of the relevant Chinese banking and regulatory authorities.

In addition, a PRC Subsidiary may transfer cash to its subsidiary through a capital contribution, and any PRC Subsidiary may receive cash or assets declared as dividends from its subsidiaries.

In 2024 and 2023, FF U.S.

extended loans in an aggregated amount of $8.0 million and $8.0 million, respectively, to FF Hong Kong Holding Limited to fund the operations of the PRC Subsidiaries.

The Company will continue to assess the PRC Subsidiaries’ requirements to fund their operations and intend to effect additional contributions as appropriate.

extended loans in an aggregate amount of $8.0 million and $8.0 million, respectively, to FF Hong Kong Holding Limited to fund the operations of the PRC Subsidiaries.

The Company will continue to assess the funding requirements of the PRC Subsidiaries and may make additional contributions as appropriate.

As of December 31, 2025, the Company’s only operating subsidiaries in China (including Hong Kong) were FF Automotive (China) Co.

Ltd., Ruiyu Automotiv e (Beijing) Co., Ltd.

and Shanghai Faran Automotive Technology Co., Ltd., each of which was organized in the PRC.

The PRC Subsi diaries have not transferred cash or other assets to any non-Chinese entity, including by way of dividends.

Ltd., Ruiyu Automotive (Beijing) Co., Ltd., and Shanghai Faran Automotive Technology Co., Ltd., each of which was organized in the PRC.

The PRC Subsidiaries have not transferred cash or other assets to any non-Chinese entity, including by way of dividends.

The Company does not currently plan or anticipate transferring cash or other assets from its operations in China to any non-Chinese entity.

Capital contributions to PRC companies are governed by the revised Company Law of the PRC, effective July 1, 2024, and the Foreign Investment Law.

The PRC imposes capital contribution timing requirements and dividend distribution restrictions on PRC Subsidiaries when remitting payments outside of China.

Under PRC law, the Company’s PRC Subsidiaries may distribute dividends only from net profits, as determined under PRC Generally Accepted Accounting Principles (“PRC GAAP”), and only after statutory reserve allocations and prior-year loss recoveries.

The Company’s operating PRC Subsidiaries are required to set aside a portion of their net income, if any, each year to fund general reserves for appropriations until such reserves have reached 50% of the relevant entity’s registered capital.

The PRC imposes timing requirements for capital contributions and restrictions on dividend distributions by PRC Subsidiaries when remitting payments outside China.

Under PRC law, the Company’s PRC Subsidiaries may distribute dividends only from net profits, as determined under PRC generally accepted accounting principles (“PRC

GAAP”), and only after statutory reserve allocations and recovery of prior-year losses.

The Company’s operating PRC Subsidiaries are required to set aside a portion of their net income, if any, each year to fund general reserves until such reserves have reached 50% of the relevant entity’s registered capital.

These reserves are not distributable as cash dividends.

A PRC company is not permitted to distribute any profits until any losses from prior fiscal years have been offset.

A PRC company may not distribute profits until losses from prior fiscal years have been offset.

Profits retained from prior fiscal years may be distributed together with distributable profits from the current fiscal year.

In addition, registered share capital and capital reserve accounts are also restricted from withdrawal in the PRC, up to the amount of net assets held in each operating subsidiary.

In addition, registered share capital and capital reserve accounts are restricted from withdrawal in the PRC up to the amount of net assets held in each operating subsidiary.

Enforceability

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Workforce Overview

As of December 31, 2024, the Company employed approximately 249 people globally, with 202 employees in the U.S., one in the UAE, and 43 in the PRC.

As of December 31, 2025, the Company employed approximately 288 people globally, with 215 employees in the U.S., 9 in the U.A.E., and 64 in the PRC.

The Company has developed employee-focused programs to attract, support, an d retain talent, ensuring competitiveness in the market while prioritizing employee well-being and professional development.

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Sales & Marketing 48 4 38 6

The Company’s recruitment, development, compensation, and benefits programs align with the its core values and long-term growth strategy.

The Company’s recruitment, development, compensation, and benefits programs align with its core values and long-term growth strategy.

Management remains focused on implementing initiatives that foster a growth mindset, strengthen employee engagement within the broader the Company ecosystem, and create a support ive and dynamic work environment.

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Partnership Program

Acting through FF Global Partners LLC (“FF Global”), a shareholder of the Company, in July 2019, certain current and former executives of the Compa ny established a program which they refer to as the “Partnership Program.” As described below, the Partnership Program provides financial benefits to certain Company directors, management and employees, which they are required to report to the Company pursuant to the Company’s Investment Reporting Policy.

Acting through FF Global Partners LLC (“FF Global”), a shareholder of the Company, in July 2019, certain current and former executives of the Compa ny established a program referred to as the “Partnership Program.” As described below, the Partnership Program provides financial benefits to certain Company directors, management and employees, which they are required to report to the Company pursuant to the Company’s Investment Reporting Policy.

The Partnership Program is administered by FF Global and is not under the Company’s supervision.

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The purpose of the Partnership Program is to help the Company and FF Global succeed, including by helping key Company employees rem ain aligned with the Company’s mission, interests and economic success, by awarding units representing membership interests in FF Global to such individuals.

The Company has been advised by FF Global that the VP of Human Resources in the Company, who is also a member of FF Global, provides recommendations to the FF Global Board of Managers regarding proposed awards based on, among other things:

The Company has been advised by FF Global that the VP of Human Resources in the Company, who is also a member of FF Global, may provide recommendations to the FF Global Board of Managers regarding proposed awards, and that the number of units granted is determined by FF Global’s Board of Managers in its discretion after consideration of, among other things:

• the individual’s position in the Company,

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• the individual’s existing holdings of FF Global units.

The awards under the Partnership Program have in the past been granted exclusively to current or former employees of the Company or its affiliates, FF Global, may in the future determine to grant awards to individuals who are not affiliated with the Company.

To date awards under the Partnership Program have in the past been granted exclusively to current or former directors of the Company and current or former employees of the Company or its affiliates .

Pursuant to the Company’s Investment Reporting Policy, members of its management and other employees are required to report information relating to their investments, including their interests in FF Global.

However, since the Company’s board of directors (the “Board”) does not have oversight over the Partnership Program, the Company is not able to assess whether awards made by FF Global under the Partnership Program incentivize management and employee behavior and activities that the Company intends to incentivize, or indeed, whether the Partnership Program effectively works against efforts by the Company to manage its workforce.

For example, as part of the special committee of independent directors established by the Board to investigate allegations of inaccurate Company disclosures (“Special Committee”), as further discussed below, it was determined that a Company employee who is also a beneficiary under the Partnership Program deliberately interfered with the Special Committee’s investigation.

the Company intends to incentivize, or indeed, whether the Partnership Program effectively works against efforts by the Company to manage its workforce.

For example, as part of the special committee of independent directors established by the Board to investigate allegations of inaccurate Company disclosures (“Special Committee”) it was determined that a Company employee who is also a beneficiary under the Partnership Program deliberately interfered with the Special Committee’s investigation.

Although the Company disciplined this employee, the effectiveness of the Company’s disciplinary efforts may have been counteracted by awards this employee has received or expects to receive under the Partnership Program.

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FF Global units awarded under the Partnership Program are purchased by the recipient from FF Global.

The recipient pays the purchase price for their common units in 10 annual installments.

The awarded units generally consist of Common Units representing membership interests in FF Global.

Under the form of subscription agreement, the base purchase price is $0.50 per unit, with 10% of the aggregate purchase price due within five months after the closing date and the remaining 90% payable in nine equal, successive annual payments, each due within five months after the applicable anniversary of the closing date, subject to extension or postponement by FF Global’s committee.

The Common Units are issued as fully vested units.

In limited circumstances related to unfunded subscription recovery mechanics, Capital Units may also be issued.

The units entitle the recipient to receive distributions from FF Global when and if declared by the FF Global Board of Managers on a pro rata basis based on their paid-in capital (after their contributions are all returned);

FF Global units are subject to redemption in certain cases, including upon termination of employment with FF Global or the Company or any of their affiliates, at a redemption price that generally is no lower than the unreturned capital contributions.

however, FF Global advised the Company that no distributions were made in 2024 or 2025.

There is no concept of automatic expiration of an award.

Rather, the units remain outstanding unless a redemption event occurs and FF Global affirmatively exercises its redemption rights.

FF Global advised the Company that redemption events may include service termination, breach, cause or death, and that the applicable committee determines the redemption price in accordance with the governing agreement.

Scope of Partnership Program

FF Global has informed the Company that t o date a total of 34 individuals have received awards under the Partnership Program, that less than 16 individuals continue to hold such awards, and that all recipients of such awards are current or former directors or employees of the Company or its affiliates.

FF Global has informed the Company that to date a total of 34 individuals have received awards under the Partnership Program, that fewer than 16 individuals continue to hold outstanding units awarded under the Partnership Program, and that all recipients of such awards are current or former directors or employees of the Company or its affiliates.

Some of these individuals are or were members of the FF Global Board of Managers.

1 unchanged sentence

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.

What changed 10-K

Item 1. Business