SEC FORM 3

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Aviv Hai

(Last)

(First)

(Middle)

C/O REE AUTOMOTIVE LTD

KIBBUTZ GLIL-YAM

(Street)

KIBBUTZ GLIL-YAM

4690500

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
REE Automotive Ltd. [ REE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares	83,691	D⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽³⁾	⁽³⁾	Class A Ordinary Shares⁽²⁾	117,170	⁽³⁾	D⁽¹⁾
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Class A Ordinary Shares⁽²⁾	180,000	⁽⁴⁾	D⁽¹⁾

Explanation of Responses:

1. Restricted Share Units ("RSUs") granted under REE Automotive Ltd.'s (the "Company") 2021 Share Incentive Plan ("Plan") and underlying Class A Ordinary Shares are deposited with a trustee approved by the Israeli Tax Authority for this purpose, which holds such securities in trust on behalf of the Reporting Person.

2. Each RSU represents the right to receive, following vesting, one share of the Company's Class A Ordinary Shares.

3. Unless earlier forfeited under the terms of the RSU, such RSUs will vest as follows: (a) 33.33% of the RSUs shall vest on the first year anniversary of the date of grant (which date of grant was November 15, 2024), and (b) subsequent to such first year anniversary, 8.33% of the RSUs shall vest on a quarterly basis over the course of a two year period, in accordance with the applicable terms of the RSU.

4. Unless earlier forfeited under the terms of the RSU, 8.33% of the RSUs shall vest on a quarterly basis over the course of a three-year period from the date of grant (which date of grant was February 18, 2026), in accordance with the applicable terms of the RSU. The vesting of such RSUs shall be accelerated upon a change of control of the Company, which includes a "Merger/Sale" event, as such term is defined in the Plan.

Remarks:

In accordance with the Securities and Exchange Commission's ("SEC") staff no-action position in Question 6 of the Holding Foreign Insiders Accountable Act Frequently Asked Questions, the Reporting Person confirms that a completed Form ID application and the related required documents were submitted to the SEC before March 18, 2026 and that EDGAR access was not granted to the Reporting Person by March 18, 2026, and that the report herein is being made after receiving EDGAR access but in no event later than April 1, 2026. Exhibit 24 - Power of Attorney

	/s/ Avital Futterman, Attorney-in-Fact	03/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.