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NASDAQ: LCID Lucid Group, Inc. 8-K

Lucid closes $550M preferred stock sale to PIF affiliate, issues Series C convertible shares

Filed April 29, 2026 · Period ending April 28, 2026 · ~1 min read

4 key changes 3 high relevance 5 sections

Key Changes

  • high

    Lucid raised $550 million by selling 55,000 Series C convertible preferred shares at $10,000 each to Ayar, an affiliate of Saudi Arabia's Public Investment Fund and the company's majority shareholder.

  • high

    The new Series C preferred stock was established through a Certificate of Designations filed with Delaware on April 28, 2026, defining conversion terms, voting rights, and dividend preferences.

  • medium

    Lucid amended its Investor Rights Agreement with Ayar for the seventh time, granting registration rights for the Series C shares and any common stock issued upon conversion.

  • high

    The preferred stock issuance represents a material modification to existing security holder rights, potentially affecting common shareholder voting power and dilution upon conversion.

Summary

Lucid Group secured $550 million in fresh capital from Ayar, a company affiliated with Saudi Arabia's Public Investment Fund, which already holds a majority stake in the electric vehicle maker. The transaction closed April 28, 2026, with Ayar purchasing 55,000 shares of newly created Series C Convertible Preferred Stock at $10,000 per share through a private placement.

For retail investors, this capital infusion provides Lucid with additional runway to fund operations and vehicle production, but it comes with potential dilution concerns. When the Series C preferred shares convert to common stock, existing shareholders will see their ownership percentage reduced.

The seventh amendment to the Investor Rights Agreement also grants Ayar enhanced registration rights, making it easier for the PIF affiliate to eventually sell converted shares on the open market. Watch for Lucid's next quarterly report to see how the company deploys this capital—whether toward production scaling, new model development, or general operations. The conversion terms in the Certificate of Designations will determine the ultimate dilution impact on common shareholders.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~500 words

Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.

1 Added
Added Investor Rights Agreement amendment medium

Added in current filing · verify on EDGAR →

On the Closing Date, the Company entered into an amendment to the Investor Rights Agreement, dated as of February 22, 2021, by and among the Company, Ayar and the other parties thereto, as amended from time to time (the “Investor Rights Agreement” and the amendment, the “Seventh IRA Amendment”)

Lucid executed the Seventh Amendment to its Investor Rights Agreement with Ayar on the closing date. This amendment grants Ayar registration rights for the Series C preferred shares and any common stock issued upon conversion, including piggy-back and shelf registration rights that facilitate future resale of these securities.

Event · Item 3.02 — Unregistered Sales of Equity Securities

~32 words

Lucid disclosed unregistered equity sales, with details cross-referenced to Item 1.01 of this 8-K filing.

1 Added
Added Unregistered equity sales medium

Added in current filing · verify on EDGAR →

Item 3.02 Unregistered Sales of Equity Securities.

The information contained in Item 1.01 of this Current Report is incorporated by reference into this Item 3.02.

The company disclosed unregistered sales of equity securities under Item 3.02, with substantive details incorporated by reference from Item 1.01 of this same 8-K. Without access to Item 1.01 content, the specific transaction terms, purchaser identity, and exemption basis cannot be determined from this excerpt alone.

Event · Item 3.03 — Material Modification to Rights of Security Holders

~35 words

Item 3.03 — Material Modification to Rights of Security Holders filed; see Key Changes for terms.

1 Added
Added Material modification to rights of security holders high

Added in current filing · verify on EDGAR →

Item 3.03 Material Modification to Rights of Security Holders.

The information contained in Item 1.01 of this Current Report is incorporated by reference into this Item 3.03.

Lucid Group disclosed a material modification to the rights of its security holders under Item 3.03. The specific details of this modification are contained in Item 1.01 of the same 8-K filing, which is incorporated by reference. Without access to Item 1.01, the nature and impact of the modification cannot be determined from this section alone.

Event · Item 5.03 — Amendments to Articles of Incorporation or Bylaws

~39 words

Lucid Group filed an 8-K referencing amendments to articles of incorporation or bylaws, with details cross-referenced to Item 1.01.

1 Added
Added Articles of Incorporation or Bylaws Amendment medium

Added in current filing · verify on EDGAR →

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

The information contained in Item 1.01 of this Current Report is incorporated by reference into this Item 5.03.

Lucid Group disclosed amendments to its articles of incorporation or bylaws, or a change in fiscal year. The specific details are cross-referenced to Item 1.01 of this 8-K, which is not provided in the excerpt. Without Item 1.01 content, the nature and materiality of the amendment cannot be determined.

Event · Item 9.01 — Financial Statements and Exhibits

~100 words

Lucid filed exhibits for Series C Convertible Preferred Stock designation and Amendment No. 7 to Investor Rights Agreement with Ayar Third Investment.

2 Added
Added Series C Convertible Preferred Stock high

Added in current filing · verify on EDGAR →

Certificate of Designations of Series C Convertible Preferred Stock of Lucid Group, Inc.

Lucid has filed a certificate designating a new class of Series C Convertible Preferred Stock. This creates a new equity security class with conversion rights, which may dilute existing common shareholders when converted and could indicate a capital raise or strategic financing arrangement.

Added Investor Rights Agreement Amendment high

Added in current filing · verify on EDGAR →

Amendment No. 7 to the Investor Rights Agreement, dated April 28, 2026, by and among Lucid Group, Inc., Ayar Third Investment Company and the other parties thereto.

Lucid amended its Investor Rights Agreement with Ayar Third Investment Company for the seventh time. This amendment likely relates to the new Series C Preferred Stock and may modify registration rights, governance provisions, or investment terms with this major investor, which is affiliated with Saudi Arabia's Public Investment Fund.

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