0000899243-22-032171.txt : 20220928 0000899243-22-032171.hdr.sgml : 20220928 20220928061510 ACCESSION NUMBER: 0000899243-22-032171 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220203 FILED AS OF DATE: 20220928 DATE AS OF CHANGE: 20220928 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SK INC. CENTRAL INDEX KEY: 0001947998 STATE OF INCORPORATION: M5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39845 FILM NUMBER: 221272717 BUSINESS ADDRESS: STREET 1: 26, JONG-RO, JONGNO-GU CITY: SEOUL STATE: M5 ZIP: 03188 BUSINESS PHONE: 82221215114 MAIL ADDRESS: STREET 1: 26, JONG-RO, JONGNO-GU CITY: SEOUL STATE: M5 ZIP: 03188 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SES AI Corp CENTRAL INDEX KEY: 0001819142 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 35 CABOT RD. CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: (339) 298-8750 MAIL ADDRESS: STREET 1: 35 CABOT RD. CITY: WOBURN STATE: MA ZIP: 01801 FORMER COMPANY: FORMER CONFORMED NAME: Ivanhoe Capital Acquisition Corp. DATE OF NAME CHANGE: 20200723 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2022-02-03 0 0001819142 SES AI Corp SES 0001947998 SK INC. 26, JONG-RO, JONGNO-GU SEOUL M5 03188 KOREA, REPUBLIC OF 0 0 1 0 Class A Common Stock, par value $0.0001 42007759 D SK Inc. is the record holder of (i) 38,178,731 shares of Class A Common Stock and (ii) 3,829,028 shares of Class A Common Stock that will be issued to the reporting person if the closing price of shares of the Class A Common Stock is equal to or greater than $18.00 during the period beginning on the date that is the one year following the closing of the Business Combination (the "Closing") and ending on the date that is five years following such closing (the "Earn-Out Shares"). SK, Inc. is the record holder and ultimate beneficial owner of such shares of Class A common stock but disclaims beneficial ownership except to the extent of its pecuniary interest therein, and this filing shall not be deemed an admission that SK, Inc. is, for purposes of Section 16 of the Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. /s/ Jae Bum Park, Attorney-in-Fact 2022-09-28 EX-24 2 attachment1.htm EX-24 DOCUMENT
                               POWER OF ATTORNEY

                      FOR SECTION 16 REPORTING OBLIGATIONS

                               September 28, 2022

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
each of Jae Bum Park, Kevin Frank and Robert Goedert, signing singly, the
undersigned's true and lawful attorney-in-fact to: (i) execute for and on
behalf of the undersigned, in the undersigned's capacity as an officer and/or
director and/or owner of greater than 10% of the outstanding common stock of SES
AI Corporation, a Delaware corporation (the "Company"), Forms 3, 4 and 5
(including any amendments, supplements or exhibits thereto) in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
(ii) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5
(including any amendments, supplements or exhibits thereto) and timely file such
form with the United States Securities and Exchange Commission (the "SEC") and
any stock exchange or similar authority, including without limitation the filing
of a Form ID or any other documents necessary or appropriate to enable the
undersigned to file the Form 3, 4 and 5 electronically with the SEC; (iii) seek
or obtain, as the undersigned's representative and on the undersigned's behalf,
information on transactions in the Company's securities from any third party,
including brokers, employee benefit plan administrators and trustees, and the
undersigned hereby authorizes any such person to release any such information to
each of the undersigned's attorneys-in-fact appointed by this Power of Attorney
and ratifies any such release of information; and (iv) take any other action of
any type whatsoever in connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date first written above.

                                    SK INC.


                                    By: /s/ Jae Bum Park
                                        ----------------
                                    Name: Jae Bum Park
                                    Title: Investor Relations Officer