Kodiak AI Inc：2025年季度报告

FORM10-Q (Mark One) xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period endedSeptember 30, 2025 OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ______ to ______ Commission file number001-41691_____________________________________ Kodiak AI, Inc.(Exact name of registrant as specified in its charter) _____________________________________ 98-1592112 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1049 Terra Bella AvenueMountain View,CA94043 94043-7373 (Address of Principal Executive Offices) (650)209-8005(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. YesxNoo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company, ” and "emerging growth company" in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesoNox As of November 7, 2025, the number of shares of the registrant’s common stock outstanding was181,207,392. Table of Contents Part I - Financial Information Item 1.Financial Statements(unaudited):Condensed Consolidated Balance Sheets1Condensed Consolidated Statements of Operations and Comprehensive Loss3Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Deficit4Condensed Consolidated Statements of Cash Flows6Notes to Condensed Consolidated Financial Statements (unaudited)7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations29Item 3.Quantitative and Qualitative Disclosures About Market Risk42Item 4.Controls and Procedures43Part II - Other Information43Item 1.Legal Proceedings43Item 1A.Risk Factors44Item 2.Unregistered Sales of Equity Securities and Use of Proceeds81Item 3.Defaults Upon Senior Securities81Item 4.Mine Safety Disclosures82Item 5.Other Information82Item 6.Exhibits82Signatures84 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains forward-looking statements within the meaning of thefederal securities laws, which statements involve substantial risks and uncertainties. Such forward-looking statements may include ouror our management teams’ expectations, hopes, beliefs, intentions or strategies regarding the future. Forward-looking statements maybe identified by the use of words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,”“may,” “plan,” “potential,” “project,” “seek,” “should,” “will,” “would” and similar expressions that predict or indicate future eventsor trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this Quarterly Report may include, for example, statements about: •our estimated total addressable markets for our long-haul trucking, industrial trucking and defense applications;•our operational and product roadmap, and our ability to produce and deploy the Kodiak Driver at scale;•the regulatory landscape for the Kodiak Driver and complexities with compliance related to such landscape, including withrespect to recent changes in tariffs and trade policy;•the evolution of our business model over time;•developments relating to our competitors and industry;•our ability to successfully collaborate with business partners and customers;•our expectations regarding our ability to obtain, maintain, protect and enforce our intellectual property rights;•our future capital requirements and sources and uses of cash;•our success in retaining or recruiting, or changes required in, our officers, key employees or