SES AI Corporation filed a definitive proxy statement on October 27, 2026, soliciting stockholder votes on five proposals ahead of its 2026 Annual Meeting of Stockholders scheduled for December 10, 2026 at 10:00 a.m. Eastern Time.

Key Highlights

  • Annual Meeting Date: The virtual-only meeting is set for December 10, 2026 at 10:00 a.m. Eastern Time, with the record date for voting established as October 13, 2026.
  • Reverse Stock Split Proposal: Stockholders will vote on a reverse split of Class A Common Stock at a ratio between 5:1 and 20:1, with the exact ratio left to Board discretion.
  • Auditor Ratification: Grant Thornton LLP has been proposed as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
  • Revenue Figures: The company reported revenue of $6.7 million in Q1 2026 and $5.1 million in Q2 2026, the latter described as an increase of more than 40% over Q2 2025, following fiscal 2025 revenue of approximately $21 million.
  • Gross Margin Improvement: Gross margin improved to 22.6% in Q2 2026 from 18.1% in Q1 2026, according to the filing.
  • Cash Position: As of June 30, 2026, the company held $163.0 million in cash, cash equivalents and investments.
  • Officer Liability Amendment: Stockholders will consider an amendment to the certificate of incorporation to limit certain officers' personal liability for monetary damages under Section 102(b)(7) of Delaware's General Corporation Law.

SES AI's Three-Segment Strategy and Key Ballot Items for December 2026

SES AI Corporation (NYSE:SES), headquartered at 35 Cabot Road, Woburn, Massachusetts, describes itself in the filing as building "a differentiated platform for discovering, developing and commercializing next-generation battery materials and cells." According to the proxy statement, the company operates through three connected businesses: Molecular Universe, an AI platform for battery and materials discovery offered via software subscriptions and on-premises deployments; a Materials and Cells segment that includes NDAA-compliant drone battery cells for U.S. defense and government customers; and UZ Energy, an energy storage systems business that the filing identifies as currently the company's largest source of revenue.

The most structurally significant proposal before stockholders is the potential reverse stock split of Class A Common Stock. As disclosed, the Board is seeking authorization to set the ratio anywhere from 5:1 to 20:1, retaining full discretion over the exact ratio and the timing of any filing, as well as the authority to abandon the amendment entirely prior to filing. The filing also discloses that Molecular Universe generated its first revenue from a multi-year "Search in a Box" subscription commitment with a major global battery manufacturer, and that the company released MU-3.0, described as "an agentic workflow platform for sodium and lithium chemistries." The Materials business contributed $1.2 million of revenue in Q2 2026, and production of NDAA-compliant drone battery cells is described as ramping, with revenue expected beginning in Q4 2026.

On compensation and governance, the filing notes that no annual cash incentive awards were paid to executive officers for 2025, and that a company-wide cost reduction program was implemented. Stockholders will also cast a non-binding advisory vote on named executive officer compensation. Class A Common Stock holders carry one vote per share, while Class B Common Stock holders carry ten votes per share, as stated in the filing. Dr. Qichao Hu, Founder, CEO and Chairman, signed the proxy notice dated October 27, 2026.

What Was Disclosed

SES AI Corporation filed a definitive proxy statement covering five stockholder proposals for its December 10, 2026 virtual annual meeting, including a potential reverse stock split, auditor ratification, an advisory compensation vote, and a corporate officer liability amendment, alongside selected operating and financial highlights through Q2 2026.