Pony AI (PONY-W) Sets 8 June 2026 AGM, Seeks 20% Issuance and 10% Buy-back Mandates

Bulletin Express04-22

Pony AI Inc. (PONY-W) has scheduled its annual general meeting (AGM) for 10:00 a.m. Beijing time on 8 June 2026 at Building 8, Phase II, Datang Industrial Park, Nansha District, Guangzhou.

Key resolutions up for shareholder approval include:

1. Financial Statements • Adoption of the audited consolidated results for the year ended 31 December 2025, together with directors’ and auditors’ reports.

2. Board Composition & Remuneration • Re-election of non-executive directors Mr. Fei Zhang and Mr. Takeo Hamada. • Authorisation for the board to determine directors’ remuneration.

3. Share Issuance Mandate • An unconditional mandate permitting directors to allot, issue or deal in additional Class A ordinary shares, American depositary shares (ADSs) or convertible securities up to 20% of the company’s issued share capital (excluding any treasury shares) as at the date of the AGM. • The mandate excludes shares issued via rights issues, employee option schemes, restricted share unit vesting, scrip dividends, and any specific authority granted separately by shareholders.

4. Share Repurchase Mandate • Approval for the company to repurchase its own shares or ADSs on recognised exchanges up to 10% of issued share capital (excluding treasury shares) as at the AGM date.

5. Mandate Extension • Conditional on the above approvals, the share issuance limit may be increased by the number of shares repurchased under the buy-back mandate, capped at an additional 10% of issued share capital.

6. Auditor Appointment • Re-appointment of Deloitte Touche Tohmatsu Certified Public Accountants LLP and Deloitte Touche Tohmatsu as external auditors until the conclusion of the next AGM, with the board authorised to fix their remuneration for the 2026 financial year.

Record Dates • Share and ADS record date: close of business on 5 May 2026 (Hong Kong time for shares; New York time for ADSs). Holders on these dates are entitled to attend and vote. • Share transfer documents must be lodged with the Hong Kong or Cayman Islands registrars by 4:30 p.m. and 10:30 a.m. Hong Kong time, respectively, on 5 May 2026.

Proxy Submission Deadlines • Shareholders: 10:00 a.m. Hong Kong time on 6 June 2026. • ADS holders: by the cut-off specified in the ADS voting instruction card delivered by Deutsche Bank Trust Company Americas.

The board currently comprises two executive directors, two non-executive directors and three independent non-executive directors.

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