·  根据相关终止协议，公司已注销在2025年3月融资第一至第三次交割中发行的、尚未行权的全部追加投资权证共计21,021,369份，永久消除其未来行权可能带来的潜在稀释。

北京时间2026年9月2日——总部位于美国加州的全球EAI具身智能开放生态公司Faraday Future Intelligent Electric Inc.（Nasdaq代码：FFAI）（以下简称“Faraday Future”、“FF”或“公司”）今日宣布，与2025年3月融资全体投资人签署了追加投资权证终止协议。在投资人的一致支持下，公司化债及资本结构优化工作取得进一步进展。

尚未行权的追加投资权证 (Incremental Warrants)均被注销： 根据本次终止协议，公司已取消2025年3月融资项下已发行、尚未行权的全部追加投资权证 (Incremental Warrants) 共计 21,021,369份，从而消除其未来行权带来的潜在股权稀释。按照每股5美元转股地板价测算，预计可避免对实发股数最高45%的潜在稀释。

继公司与2025年3月融资的全体投资人于8月20日签约取消了FF在该轮融资的未来交割中发行普通股认股权证及追加投资权证的义务，本月又取消了已发行、未行权的追加投资权证。至此，2025年3月《证券购买协议》（SPA）项下所有普通股认股权证及追加投资权证已全部被取消。按完全摊薄口径计算，上述安排已消除与2025年3月融资相关的、约57.48%的潜在稀释，进一步清除公司的潜在稀释悬顶并优化资本结构。

二季度后，对2025年3月融资所形成负债的两次优化处理，将直接化减已披露的二季度财报中约579.4万美元的以公允价值计价的负债。对公司负债的减少有着积极意义。

FF全球执行董事长Jerry Wang表示： “本次追加投资权证终止协议，是我们兑现‘资本价值回归’承诺的又一项具体行动，也是公司为减少潜在稀释、推进化债并优化资本结构而采取的最新举措。”

Faraday Future Announced that It has Entered Into Incremental Warrant Termination Agreements With Each March 2025 Financing Investor as It Continues to Make Progress in Reducing Its Debt and Improving Its Capital Structure

· Under the Termination Agreement, the Company has cancelled all 21,021,369 outstanding Incremental Warrants issued in the 1st to 3rd closings pursuant to its March 2025 Financing, permanently removing the potential dilution associated with their future exercise.

Los Angeles, CA (Sept. 1, 2026) – Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI) (“Faraday Future”, “FF” or the “Company”), a California-based global Embodied AI (EAI) ecosystem company, today announced that it has entered into Incremental Warrant Termination Agreements with each investor from its March 2025 convertible note financing (the “March 2025 Financing” and each such investor, a “March Investor”). With the support of all participating investors, the Company continues to make progress in reducing its debt and improving its capital structure.

Under the Termination Agreement, the Company has cancelled all 21,021,369 outstanding Incremental Warrants issued in the 1st to 3rd closings pursuant to the March 2025 Financing, permanently removing the potential dilution associated with their future exercise. Based on the current $5.00 conversion floor price for outstanding convertible notes issued pursuant to the March 2025 Financing, the exercise of these Incremental Warrants could have resulted in approximately 45% of potential maximum dilution. Along with the amendment agreement the Company entered into with each March Investor dated as of August 20, 2026, which eliminated the Company’s obligation to issue common warrants and incremental warrants at future March 2025 Financing closings, all common warrants and Incremental Warrants under March 2025 SPA have now been fully cancelled. On a fully diluted basis, the cancellation eliminates approximately 57.48% of the potential dilution associated with the March 2025 Financing, further reducing the Company’s dilution overhang and optimizing its capital structure.

Following the second quarter, the two optimization actions taken with respect to the liabilities arising from the March 2025 Financing are expected to directly reduce the approximately $5.794 million in fair-value-measured liabilities disclosed in the Company's previously reported second-quarter financial results. This reduction represents a meaningful improvement to the Company's balance sheet and liability profile.

“These Incremental Warrant Termination Agreements represent another concrete step in delivering on our commitment to capital value restoration and represents our latest action to reduce the Company’s potential dilution, reducing debt and optimizing our capital structure,” said Jerry Wang, Executive Chairman of FF.

ABOUT FARADAY FUTURE

Founded in 2014, Faraday Future (FF) is a U.S.-based Physical AI ecosystem company dedicated to reshaping the future of robotics and mobility solutions through AI innovation and technologies. FF focuses on two major product strategies within the Embodied AI (EAI) robotics business: EAI humanoid and bionic robots, and EAI automotive-focused robots. By building a "Four-Core Full-Stack AI" ecosystem of EAI Brain, Device, Industry Productivity Solutions and Developer Platform, and Data Factory, FF aims to create an evolutionary flywheel: scaled device delivery, data collection and training, continuous evolution of the EAI Brain, stronger product capability, and even larger-scale delivery and deployment. Through this flywheel, FF seeks to maximize its commercial value and lead to the advancement of Physical AI. For more information, please visit Faraday Future's official website: https://www.ff.com/

FORWARD LOOKING STATEMENTS

This press release includes "forward looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words "plan to," "can," "will," "should," "future," "potential," and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements, which include statements regarding FF's vehicle business and FF's entry into the embodied AI robotics market, involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company's control, which could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements.

Important factors, that may affect actual results or outcomes include, among others: the Company's ability to continue as a going concern and improve its liquidity and financial position; the Company's ability to pay its outstanding obligations, which it currently lacks; the availability of sufficient share capital to meet its current obligations and execute on its strategy; the willingness of convertible debt investors to fund the Company; demand for the Company's robotics products; the ability of B2B preorder companies to locate customers to purchase our robotics products, on which their nonbinding preorders substantially depend; competition in the robotics industry, which includes companies with far superior experience, funding and name recognition; the ability of the Company to build an EAI education ecosystem that serves both the B2C consumer market and the B2B institutional education market; the acceptance by teachers and students of the Company's robotics products in the education market; the ability of the Company to expand into additional markets for its robotics products; the Company's reliance on a single OEM for most of its robotics products; the Company's reliance on Chinese OEMs for all of its robotics products; the possibility of the federal government banning imports of Chinese robotics products; the Company's ability to get the planned robotics products to comply with all applicable U.S. rules and regulations; the ability of the robotics OEM to timely supply robotics to the Company; tariff uncertainty for imported products, particularly from China; demand from automobile dealers for robotics products; the Company's ability to homologate FX vehicles for sale; the Company's ability to secure the necessary funding to execute on the FX strategy, which is substantial; the Company's ability to secure an occupancy certificate covering all of its Hanford facility; the Company's ability to remediate its material weaknesses in internal control over financial reporting and the risks related to the restatement of previously issued consolidated financial statements; the Company's limited operating history and the significant barriers to growth it faces; the Company's history of substantial losses and expectation of continued losses; the success of the Company's payroll expense reduction plan; the Company's ability to execute on its plans to develop and market its vehicles and the timing of these development programs; the Company's estimates of the size of the markets for its vehicles and cost to bring those vehicles to market; the rate and degree of market acceptance of the Company's vehicles; the Company's ability to cover future warranty claims; the success of other competing manufacturers; the performance and security of the Company's vehicles; current and potential litigation involving the Company; the Company's ability to receive funds from, satisfy the conditions precedent of and close on the various financings described elsewhere by the Company; the result of future financing efforts, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; the Company's indebtedness; the Company's ability to use its "at-the-market" program; insurance coverage; general economic and market conditions impacting demand for the Company's products; potential negative impacts of a reverse stock split; potential cost, headcount and salary reduction actions may not be sufficient or may not achieve their expected results; circumstances outside of the Company's control, such as natural disasters, climate change, health epidemics and pandemics, terrorist attacks, and civil unrest; risks related to the Company's operations in China; the success of the Company's remedial measures taken in response to the Special Committee findings; the Company's dependence on its suppliers and contract manufacturer; the Company's ability to develop and protect its technologies; the Company's ability to protect against cybersecurity risks; and the ability of the Company to attract and retain employees, any adverse developments in existing legal proceedings or the initiation of new legal proceedings, and volatility of the Company's stock price. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of the Company's Form 10-Q for the quarter ended June 30, 2026 filed with the SEC on August 13, 2026; the quarter ended March 31, 2026, filed with the SEC on May 14, 2026, and Form 10-K filed with the SEC on March 31, 2026, and other documents filed by the Company from time to time with the SEC.

CONTACTS:

Investors (English): ir@ff.com

Investors (Chinese): cn-ir@ff.com

Media: john.schilling@ff.com

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