Pony AI Inc. (the “Company”) issued a notice regarding its Extraordinary General Meeting (“EGM”) to be held on April 2, 2026, at 11:00 a.m. Beijing time at 1/F, Building 8, Phase II, Datang Industrial Park, Huangge Town, Nansha District, Guangzhou, Guangdong Province, PRC. The EGM will consider multiple resolutions, including amendments to authorized share capital, amendments to the Memorandum and Articles of Association, adoption of a 2026 share scheme, and various general mandates.

The EGM notice outlines a proposal to amend the Company’s authorized share capital of US$300,000 (divided into 600,000,000 ordinary shares of par value US$0.0005 each) by re-designating 20,000,000 shares from “such Class or Classes (however designated)” into Class A Ordinary Shares. It also includes proposals to adopt or update the Company’s Memorandum and Articles of Association depending on whether a class-based resolution is passed at separate Class A and Class B meetings.

The EGM will also consider the adoption of the 2026 Share Scheme, conditional upon approval by The Stock Exchange of Hong Kong Limited, together with the establishment of the Scheme Limit, Service Providers Limit, and Individual Limit under all Company share schemes. In addition, there are proposals granting the board general mandates to allot, issue, and deal with additional Class A ordinary shares or ADSs, as well as to authorize the board to repurchase the Company’s Shares and/or ADSs up to 10% of its issued share capital.

Other resolutions include the potential extension of the Company’s general mandate for issuing new shares by adding any shares repurchased under the repurchase mandate. Finally, grants of 1,400,000 restricted share units (“RSUs”) to Dr. Peng and 600,000 RSUs to Dr. Lou under the 2026 Share Scheme will be presented for approval.

The record date for the Shareholders’ eligibility to attend and vote at the EGM is set as February 27, 2026 (Hong Kong time). Holders of American depositary shares (“ADSs”) as of February 27, 2026 (New York time), need to provide voting instructions to Deutsche Bank Trust Company Americas or through a bank or brokerage intermediary. The notice further provides procedures for lodging valid share transfers, as well as information on proxy forms, ADS voting cards, and related deadlines.

According to the notice, the Board of the Company consists of executive directors Dr. Jun Peng and Dr. Tiancheng Lou; non-executive directors Mr. Fei Zhang and Mr. Takeo Hamada; and independent non-executive directors Mr. Jackson Peter Tai, Dr. Mark Qiu, and Ms. Asmau Ahmed.