Kodiak AI, Inc. — fact timeline

Kodiak AI, Inc. shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-06-11 meeting.

“Proposal 2 - Ratification of Independent Registered Public Accounting Firm. The Company's stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2026. The final voting results were as follows: Votes For Votes Against Abstentions Broker Non-Votes 134,941,047 23,120 50,582 —”

Kodiak AI, Inc. shareholders approved Election of two Class I directors to hold office until the 2029 annual meeting at the 2026-06-11 meeting.

“Proposal 1 - Election of Directors. The Company's stockholders approved the election of two Class I directors to hold office until the Company's 2029 annual meeting of stockholders and until their respective successors are elected and qualified or until their earlier death, resignation or removal . The final voting results were as follows: Director Nominee Votes For Withheld Broker Non-Votes Don Burnette 132,630,705 89,913 2,294,131 Kristin Sverchek 130,387,753 2,332,865 2,294,131”

Kodiak AI, Inc. issued Warrants exercisable for an aggregate of 15,384,609 shares of Common Stock of warrant to Investors (including affiliate of Ares Management Corporation) for Included in the per-share purchase price of $6.50; no separate consideration.

“On May 7, 2026, Kodiak AI, Inc. (the “ Company ”) entered into subscription agreements (the “ Subscription Agreements ” and each a “ Subscription Agreement ”) with the investors named therein (all investors together, the “ Investors ”), which investors include new institutional investors, certain existing Company stockholders and an affiliate of Ares Management Corporation (“ Ares ”), relating to the private placement (the “ Private Placement ”) of an aggregate of 15,384,609 shares (the “ Shares ”) of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), at a price per share of $6.50, and accompanying warrants (the “ Warrants ,” and together with the Shares, the “ Securities ”) exercisable for an aggregate of 15,384,609 shares of Common Stock (the “ Underlying Shares ”).”

Kodiak AI, Inc. issued 15,384,609 shares of Common Stock of common stock to Investors (including affiliate of Ares Management Corporation) for $6.50 per share; total gross proceeds approximately $100.0 million.

“On May 7, 2026, Kodiak AI, Inc. (the “ Company ”) entered into subscription agreements (the “ Subscription Agreements ” and each a “ Subscription Agreement ”) with the investors named therein (all investors together, the “ Investors ”), which investors include new institutional investors, certain existing Company stockholders and an affiliate of Ares Management Corporation (“ Ares ”), relating to the private placement (the “ Private Placement ”) of an aggregate of 15,384,609 shares (the “ Shares ”) of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), at a price per share of $6.50, and accompanying warrants (the “ Warrants ,” and together with the Shares, the “ Securities ”) exercisable for an aggregate of 15,384,609 shares of Common Stock (the “ Underlying Shares ”).”

Kodiak AI, Inc. reported the three months ended March 31, 2026 results: revenue $1.8 million.

“to 86% as of the end of April • Announced plans to integrate the NVIDIA DRIVE Hyperion architecture in the next-generation of Kodiak Driver-powered trucks • Q1 Revenue of $1.8 million, representing 74% growth quarter-over-quarter • Q1 Net cash used in operating activities of $29.5 million • Q1 Free Cash Flow (Non-GAAP) of negative $35.0 million • Ended Q1 with”

Kodiak AI, Inc. entered into Subscription Agreements with investors named therein, including an affiliate of Ares Management Corporation valued at approximately $100.0 million in gross proceeds (effective 2026-05-07).

“On May 7, 2026, Kodiak AI, Inc. (the “ Company ”) entered into subscription agreements (the “ Subscription Agreements ” and each a “ Subscription Agreement ”) with the investors named therein”

Kodiak AI, Inc. reported fourth quarter and fiscal year ended December 31, 2025 results: revenue $1.1 million.

“Q4 Revenue of $1.1 million, representing 37% quarter-over-quarter growth”

Kodiak AI, Inc. terminated Venture Loan and Security Agreement, dated as of September 28, 2022, as amended with Horizon Technology Finance Corporation (effective 2025-12-31).

“On December 31, 2025, in connection with the entry into the Loan Agreement, the Borrowers terminated that certain Venture Loan and Security Agreement, dated as of September 28, 2022, as amended, by and between Legacy Kodiak and Lender.”

Kodiak AI, Inc. entered into Loan Agreement with Horizon Technology Finance Corporation valued at $30.0 million (effective 2025-12-31).

“On December 31, 2025 (the “ Closing Date ”), Kodiak AI, Inc., a Delaware corporation (the “ Company ”), and Kodiak Robotics, Inc., a Delaware corporation and subsidiary of the Company (“ Legacy Kodiak ”), as co-borrowers (together with the Company, the “ Borrowers ”), entered into a venture loan and security agreement (the “ Loan Agreement ”) by and among the Borrowers and Horizon Technology Finance Corporation, as collateral agent and lender (the “ Lender ”).”

Kodiak AI, Inc. issued warrant.

“On October 21, 2025, Kodiak AI, Inc. (the “ Company ”) notified (the “ Warrant Adjustment Notice ”) the holders of its 24,999,990 publicly traded warrants and its 14,300,000 private placement warrants (collectively, the “ Warrants ”), each of which is exercisable to purchase shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), of the following adjustments (the “ Warrant Adjustments ”), which were effective after the close of trading on October 20, 2025: • an adjustment to the exercise price of the Warrants from $11.50 per share to $9.28 per share of Common Stock (representing 115% of the Market Value (as defined below)); and • an adjustment of the $18.00 per share redemption trigger price described in Section 6.1 of the Warrant Agreement (as defined below) to $14.53 per share of Common Stock (representing 180% of the Market Value).”

Kodiak AI, Inc. issued common stock.

“The Certificate of Incorporation and Bylaws contain material modifications, among others, to the Company’s authorized capital stock, exclusive forum, shareholder voting rights, removal of directors, voting requirements to amend the Certificate of Incorporation and Bylaws.”

Kodiak AI, Inc. issued Non-Redemption Shares of common stock.

“The Assumed Kodiak Warrants, PIPE Warrants, the Preferred Stock, the PIPE Shares, the Legacy Kodiak Advisor Shares, the Non-Redemption Shares and Non-Redemption Warrants have not been registered under the Securities Act, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder.”

Kodiak AI, Inc. issued preferred stock.

“The Assumed Kodiak Warrants, PIPE Warrants, the Preferred Stock, the PIPE Shares, the Legacy Kodiak Advisor Shares, the Non-Redemption Shares and Non-Redemption Warrants have not been registered under the Securities Act, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder.”

Kodiak AI, Inc. issued warrant.

“The Assumed Kodiak Warrants, PIPE Warrants, the Preferred Stock, the PIPE Shares, the Legacy Kodiak Advisor Shares, the Non-Redemption Shares and Non-Redemption Warrants have not been registered under the Securities Act, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder.”

Kodiak AI, Inc. issued PIPE Shares of common stock.

“The Assumed Kodiak Warrants, PIPE Warrants, the Preferred Stock, the PIPE Shares, the Legacy Kodiak Advisor Shares, the Non-Redemption Shares and Non-Redemption Warrants have not been registered under the Securities Act, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder.”

Kodiak AI, Inc.: Company ceased to be a shell company upon consummation of business combination (effective 2025-09-24).

“the Company ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing”

Kodiak AI, Inc.: Adopted a new Code of Business Conduct and Ethics (effective 2025-09-24).

“on September 24, 2025, the Board considered and adopted a new Code of Business Conduct and Ethics”

Kodiak AI, Inc.: Adopted new bylaws and waived certain lock-up restrictions therein (effective 2025-09-24).

“the Company adopted a certificate of incorporation and bylaws”

Kodiak AI, Inc.: Adopted new certificate of incorporation in connection with domestication from Cayman Islands to Delaware (effective 2025-09-24).

“the Company adopted a certificate of incorporation and bylaws”

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.

“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”

Kodiak AI, Inc.: Shareholders approved amendment to extend business combination deadline from April 25, 2025 to January 26, 2026 (effective 2025-04-22).

“at which the Company's shareholders approved a proposal to amend the Company's amended and restated memorandum and articles of association”

David G. Hirz was appointed as Director at Kodiak AI, Inc..

“On July 18, 2023, Ares Acquisition Corporation II (the “Company”) appointed David G. Hirz as a new director of the Company.”

Brad Coleman was appointed as Director at Kodiak AI, Inc..

“On June 9, 2023, Ares Acquisition Corporation II (the “Company”) appointed Brad Coleman as a new director of the Company.”

Kodiak AI, Inc.: Adopted Amended and Restated Memorandum and Articles of Association in connection with IPO (effective 2023-04-20).

“Item 5.03. Amendments to Memorandum and Articles of Association. On April 20, 2023, and in connection with the IPO, the Company adopted an Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed herewith as Exhibit 3.1 and is incorporated by reference herein.”

Kodiak AI, Inc. entered into Registration and Shareholder Rights Agreement with Ares Acquisition Holdings II LP (effective 2023-04-20).

“• a Registration and Shareholder Rights Agreement, dated April 20, 2023, between the Company and the Sponsor, which provides for customary demand and piggy-back registration rights for the Sponsor as well as certain transfer restrictions applicable to the Sponsor with respect to the Company’s securities, and, upon and following consummation of our initial business combination, the right of the Sponsor to nominate three individuals for election to the Company’s board of directors;”

Kodiak AI, Inc. entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company (effective 2023-04-20).

“• an Investment Management Trust Agreement, dated April 20, 2023, between the Company and Continental Stock Transfer & Trust Company, as trustee, which establishes the trust account that will hold the net proceeds of the IPO, certain of the proceeds of the sale of the Private Placement Warrants and the proceeds from the Overfunding Loans (as defined below), and sets forth the responsibilities of the trustee; the procedures for withdrawal and direction of funds from the trust account; and indemnification of the trustee by the Company under the agreement;”

Kodiak AI, Inc. entered into Warrant Agreement with Continental Stock Transfer & Trust Company (effective 2023-04-20).

“• a Warrant Agreement, dated April 20, 2023, between the Company and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agreement”), which sets forth the expiration and exercise price of and procedure for exercising the Warrants; certain adjustment features of the terms of exercise; provisions relating to redemption and cashless exercise of the Warrants; certain registration rights of the holders of Warrants; provision for amendments to the Warrant Agreement; and indemnification of the warrant agent by the Company under the agreement;”

Kodiak AI, Inc. entered into Private Placement Warrants Purchase Agreement with Ares Acquisition Holdings II LP valued at $1.00 per warrant (effective 2023-04-20).

“• a Private Placement Warrants Purchase Agreement, dated April 20, 2023, between the Company and Ares Acquisition Holdings II LP (the “Sponsor”), pursuant to which the Sponsor purchased 14,300,000 private placement warrants, each exercisable to purchase one Class A Ordinary Share at $11.50 per share, subject to adjustment, at a price of $1.00 per warrant (the “Private Placement Warrants” and, together with the Public Warrants, the “Warrants”);”

Kodiak AI, Inc. entered into Underwriting Agreement with Citigroup Global Markets Inc. and UBS Securities LLC (effective 2023-04-20).

“• an Underwriting Agreement, dated April 20, 2023, among the Company and Citigroup Global Markets Inc. and UBS Securities LLC, as representatives of the underwriters named in Schedule I therein, which contains customary representations and warranties and indemnification of the underwriter by the Company;”