AACT secures $145M Series A Preferred Investment for Kodiak business combination

Kodiak AI, Inc.

Preferred investors commit $145M for Series A Cumulative Convertible Preferred Stock with 9.99% dividend rate (PIK) or 7.99% cash.
Each preferred share ($1,200 stated value) convertible at $12.00 per share, subject to anti-dilution and price reset triggers at 6 and 9 months.
Investors receive PIPE Warrants for 125% of convertible shares; warrants exercisable at $12.00 per share for 6 years.
Shareholder meeting to approve the business combination scheduled for September 23, 2025.
Updated sources/uses tables show $155M from PIPE and preferred investment; $562M cash-in-trust under no-redemption scenario.

item 1.01 item 3.02 item 7.01 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Kodiak AI, Inc. issued shares of Kodiak Series A Preferred Stock and PIPE Warrants of preferred stock to certain institutional and accredited investors for aggregate purchase price of $145 million.

Security: preferred stock
Shares: shares of Kodiak Series A Preferred Stock and PIPE Warrants
Purchaser: certain institutional and accredited investors
Consideration: aggregate purchase price of $145 million

Exact text from the filing

the proposed business combination. As of September 15, 2025, AACT has entered into a Subscription Agreement with certain Preferred Investors for an aggregate purchase price of $145 million. One of such Preferred Investors previously entered into a subscription agreement for an aggregate purchase price of $50 million in connection with AACT’s previously announced

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Kodiak AI, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-25-202878

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