Sec Form 13D Filing - Eric Li (Li Shufu) filing for - 2026-02-04

Item 4 of the Statement is hereby amended and supplemented by inserting the following: PUT OPTIONS AND GUARANTEE AGREEMENTS On February 2, 2026, Polestar Automotive Holding UK PLC (the "Issuer") entered into securities purchase agreements (collectively, the "Purchase Agreements") with each of Standard Chartered Bank (Hong Kong) Limited and Feathertop Funding Limited (each, a "Purchaser" and collectively, the "Purchasers"), pursuant to which the Issuer agreed to sell an aggregate of 20,682,522 Class A American Depositary Shares (the "Class A ADS") to the Purchasers through a private investment in public equity ("PIPE"). Concurrent with the entry into the Purchase Agreements, the Purchasers have each entered into a put option arrangement (each a "Put Option" and collectively, the "Put Options") with Geely Sweden Automotive Investment AB ("GSAI"), whose obligations under the Put Options are guaranteed (collectively, the "Guarantees") by Geely Sweden Holdings AB ("Geely Sweden"). GSAI is a wholly owned subsidiary of Geely Sweden. Each Put Option carries a three-year term and is extendable by one-year subject to mutual consent. Each Put Option allows the relevant Purchaser to sell the Class A ADSs acquired from the PIPE to GSAI at the end of the term at a pre-determined price to the extent such Purchaser has not disposed of such Class A ADSs before the end of the term. Upon the occurrence of certain events (e.g., delisting of the Issuer, acceleration of credit facilities of the Issuer and certain events of defaults by GSAI or Geely Sweden), a Purchaser could exercise its Put Option before the maturity date. In addition, GSAI can choose to early settle the Put Options in certain circumstances. The foregoing descriptions of the Put Options and the Guarantees do not purport to be complete, and are qualified in their entirety by reference to the form of each such agreement, which were filed as exhibits to Amendment No. 8.

Item 5(a) of the Statement is hereby amended and restated in its entirety as follows: The information contained on the cover pages to this Statement is incorporated herein by reference. The percentages of beneficial ownership set forth herein are based on 91,520,835 Class A ADSs and (ii) 996,419 Class B ADSs, issued and outstanding as of February 4, 2026.

Item 5(b) of the Statement is hereby amended and restated in its entirety as follows: The information contained on the cover pages to this Statement is incorporated herein by reference.

Item 5(c) of the Statement is hereby amended and supplemented as follows: The Reporting Persons have not effected any transactions in the Issuer's Shares since Amendment No. 9.

None.

Not applicable.

Item 6 of the Statement is hereby amended and supplemented by inserting the following: Item 4 above summarizes certain provisions of the Put Options and the Guarantees and is incorporated herein by reference. A copy of the form of each agreement was previously filed as an exhibit to Amendment No. 8 and incorporated herein by reference. Except as set forth herein, none of the Reporting Persons has any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including, but not limited to, any contracts, arrangements, understandings or relationships concerning the transfer or voting of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.