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Lucid Group, Inc.

For the period ended Jun 4, 2026. Filed Apr 23, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 4, 2026 · Filed Apr 23, 2026

Use the contents to explore the available documents and sections.

LCID$3.29+10.4%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

o Preliminary Proxy Statement

o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

x Definitive Proxy Statement

o Definitive Additional Materials

o Soliciting Material under § 240.14a-12

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

x No fee required.

o Fee previously paid with preliminary materials.

o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Letter toStockholdersTurqi AlnowaiserBOARD CHAIRMANDear Stockholders, As we approach this year’s annual meeting, I'd like to reflect on our progress over the last year and share an update on our strategic priorities as we continue building a company positioned for long-term success. Leadership for the Next Chapter One of the Board’s most important responsibilities is to ensure Lucid has the right leadership to guide the company through its next stage of growth. Following a comprehensive global search, we have appointed Silvio Napoli as Lucid’s next CEO. Silvio brings extensive experience leading global, technology-driven organizations, with a proven history in manufacturing excellence, growth, and customer service. We are confident in his ability to lead Lucid as we accelerate toward profitable growth and shareholder value creation. We also thank Marc Winterhoff for his leadership during this transition and are pleased he will continue serving as COO upon Silvio assuming the CEO role. I'm confident our expanded leadership team and continuity will benefit Lucid and shareholders as we execute against our strategy. Path to Profitability We have taken important steps to strengthen our balance sheet and support our path to scale and profitability. Lucid has reinforced its capital position and formed new, capital-efficient strategic partnerships that accelerate our speed to market. While we continue to navigate a dynamic environment, our focus remains on disciplined execution, expanding the reach of the award-winning Lucid Air and Lucid Gravity, thoughtful capital allocation, and building a resilient business. Software-enabled innovation, autonomy, and broader mobility applications also represent emerging and promising opportunities. Looking Forward As we prepare our new Midsize vehicles designed for scale and efficiency, we believe these products will propel Lucid into higher volume premium segments of the global automotive market. Backed by a clear vision, differentiated technology, and strong leadership, it's clear Lucid has a bright future ahead. We believe our industry-leading innovation, new products and expanding revenue opportunities will position Lucid for long-term success. On behalf of the Board, thank you for your continued trust and support. Sincerely, Turqi Alnowaiser Chairman of the Board

Notice of Annual Meeting of Stockholders

to Be Held on June 4, 2026

April 23, 2026

Dear Stockholder:

You are cordially invited to attend the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Lucid Group, Inc., a

Delaware corporation (“we,” “us,” “Lucid Group,” “Lucid” or the “Company”). The Annual Meeting will be held virtually on

June 4, 2026 at 9:00 a.m. (Pacific Time) to consider and vote on the following proposals:

  1. To elect the nine nominees to serve as directors, to hold office until the 2027 annual meeting of stockholders and until

their successors are duly elected and qualified, or until their earlier death, resignation or removal;

  1. To ratify the selection of KPMG LLP as our independent registered public accounting firm for the fiscal year ending

  2. To approve, on an advisory basis, the compensation for our named executive officers;

  3. To approve the amendment and restatement of the Lucid Group, Inc. Amended and Restated 2021 Stock Incentive

Plan; and

  1. To conduct such other business as may properly come before the Annual Meeting or any adjournment thereof.

These items of business are more fully described in the proxy statement accompanying this Notice of Annual Meeting of

Stockholders (the “Proxy Statement”).

The record date for the Annual Meeting is April 6, 2026 (the “Record Date”). Only stockholders of record of shares of our

Class A common stock, par value $0.0001 per share, shares of our Series A convertible preferred stock, par value $0.0001

per share, or shares of our Series B convertible preferred stock, par value $0.0001 per share at the close of business on the

Record Date may vote at the Annual Meeting or any postponement or adjournment thereof. You will be able to attend the

Annual Meeting remotely by registering at www.proxydocs.com/LCID. Upon completing your registration, you will receive

further instructions via email, including a unique link that will allow you access to the Annual Meeting and to vote and submit

questions. As part of the registration process, you must enter the control number located on your proxy card, voting

instruction form, or Important Notice Regarding the Availability of Proxy Materials.

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be held on

June 4, 2026 at 9:00 a.m. (Pacific Time)

via the internet at www.proxydocs.com/LCID

The Proxy Statement and the Company’s Annual Report to Stockholders are available at: www.proxydocs.com/

LCID.

We have determined that the Annual Meeting will be held in a virtual meeting format only, via the internet. If you plan to

participate in the virtual meeting, please see the Questions and Answers section below. Stockholders will be able to attend,

vote and submit questions (both before, and for a portion of, the meeting) via the internet.

In the event of an adjournment, postponement or emergency that may change the Annual Meeting’s time or date, we will

make an announcement, issue a press release or post information at www.lucidmotors.com to notify stockholders, as

appropriate. If you have any questions or need assistance in voting your shares, please write to Lucid Investor Relations at

7373 Gateway Boulevard, Newark, CA 94560 or by email at investor@lucidmotors.com.

Brian K. Tomkiel

General Counsel & Corporate Secretary

Newark, California

ALL STOCKHOLDERS ARE CORDIALLY INVITED TO VIRTUALLY ATTEND THE ANNUAL MEETING. WHETHER OR

NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE COMPLETE, DATE, SIGN AND RETURN THE

PROXY CARD, OR VOTE OVER THE TELEPHONE OR INTERNET AS INSTRUCTED IN THOSE MATERIALS, AS

PROMPTLY AS POSSIBLE IN ORDER TO ENSURE YOUR REPRESENTATION AT THE ANNUAL MEETING. EVEN IF

YOU HAVE VOTED BY PROXY, YOU MAY STILL VOTE AT THE ANNUAL MEETING IF YOU ATTEND.

Table of Contents

Page
Questions and Answers About These Proxy Materials and Voting1
Proposal No. 1: Election of Directors9
Information Regarding the Board of Directors and Corporate Governance15
Report of the Audit Committee of the Board of Directors23
Proposal No. 2: Ratification of the Selection of the Independent Registered Public Accounting Firm24
Proposal No. 3: Approval, on an Advisory Basis, of the Compensation of Our Named Executive Officers26
Proposal No. 4: Approval of the Amendment and Restatement of the Lucid Group, Inc. Amended and Restated 2021 Stock Incentive Plan28
Equity Compensation Plan Information30
Executive Officers39
Compensation Discussion and Analysis42
Compensation and Human Capital Committee Report62
2025 Summary Compensation Table63
Page
Grants of Plan-Based Awards65
Outstanding Equity Awards at Fiscal Year-End67
Option Exercises and Stock Vested69
Potential Payments Upon Termination or Change in Control70
Director Compensation72
CEO Pay Ratio74
Pay Versus Performance75
Security Ownership of Certain Beneficial Owners and Management79
Certain Relationships and Related Party Transactions82
Other Matters87
Annex A — Lucid Group, Inc. Amended and Restated 2021 Stock Incentive PlanA-1
Annex B — GAAP ReconciliationB-1
2026 Proxy Statement1
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.