UNITED STATES
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FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 16, 2023, the Board of Directors (“Board”) of Faraday Future Intelligent Electric Inc. (“Company”), upon the recommendation of the Compensation Committee of the Board (“Compensation Committee”), approved the Company’s SOP/SOD Incentive Plan (“Incentive Plan”) granting cash bonuses and equity incentive awards to all active employees of the Company upon the commencement of the start of production of the Company’s FF 91 Futurist on or prior to March 31, 2023 (“Production Condition”) and the commencement of the start of delivery of the Company’s FF 91 Futurist on or prior to April 30, 2023 (“Delivery Condition”).
The Incentive Plan includes the grant of certain equity incentive awards to employees of the Company, including Mr. Xuefeng Chen, its Global Chief Executive Officer, Mr. Chui Tin Mok, its Global Executive Vice President and Global Head of User Ecosystem, and Ms. Yun Han, its Chief Accounting Officer and Interim Chief Financial Officer. Upon the Company’s satisfaction of the Delivery Condition, Messrs. Chen and Mok and Ms. Han will be entitled to receive restricted stock unit (“RSU”) awards with a grant date fair market value of $3,500,000 (in the case of Mr. Chen), or with a grant date fair market value ranging from 150% to 300% of the executive’s annual target bonus, in the discretion of the Compensation Committee (in the case of Mr. Mok and Ms. Han), subject to vesting in three annual installments on the first three anniversaries of the grant date, generally subject to the applicable executive’s continuous employment through each applicable vesting date. In addition, beginning after the satisfaction of the Delivery Condition and continuing for an eight-year period, Mr. Chen will annually receive a grant of fully-vested stock units, in each case with a grant date fair market value of $437,500, subject to Mr. Chen’s continued employment through each grant date of the award.
In addition to the equity incentive awards described above, the Board also approved two cash bonuses of $50,000 to Mr. Chen, which shall become payable upon (i) the satisfaction of the Production Condition, and (ii) satisfaction of the Delivery Condition, respectively.
Item 7.01. Regulation FD Disclosure
A copy of the Company’s press release announcing the approval of the Incentive Plan described in Item 5.02 is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:
| No. | Description of Exhibits | |
| 99.1 | Press Release dated February 23, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Faraday Future Intelligent Electric Inc. | ||
| Date: February 23, 2023 | By: | /s/ Yun Han |
| Name: | Yun Han | |
| Title: | Interim Chief Financial Officer | |
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