FORM 5
[X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[X] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported		 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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

1. Name and Address of Reporting Person *

Tianqi Lithium HK Co., Ltd.		2. Issuer Name and Ticker or Trading Symbol

SES AI Corp [SES]		 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O NO. 10,  EAST GAOPENG ROAD		3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2022 
(Street)

CHENGDU, F4 94025
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed(MM/DD/YYYY)
 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		2. Trans. Date2A. Deemed Execution Date, if any3. Trans. Code
(Instr. 8)		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount(A) or (D)Price
CLASS A COMMON STOCK, PAR VALUE $0.0001   3    30522386 D (1) 

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date
(MM/DD/YYYY)		7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
(1) Tianqi Lithium HK Co., Ltd. ("Tianqi HK") is the record holder of 27,740,256 shares of Class A Common Stock and 2,782,130 shares of Class A Common Stock that may be issued for the benefit of the former holders of SES Holdings Pte. Ltd. common stock (the "Earn-Out Shares"). Tianqi HK is a direct, wholly owned subsidiary of Chengdu Tianqi Lithium Limited ("Chengdu Tianqi"), and Chengdu Tianqi is a direct, wholly owned subsidiary of Tianqi Lithium Corporation ("TLC"). TLC may be deemed to share beneficial ownership over the shares of Class A Common Stock directly owned by Tianqi HK.

Remarks:
As of the filing of this Form 5 we are no longer a 10% owner due to dilution.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Tianqi Lithium HK Co., Ltd.
C/O NO. 10
EAST GAOPENG ROAD
CHENGDU, F4 94025
X
Signatures
Tianqi Lithium HK Co., Ltd., By /s/ Jun Zou, Director2/22/2023
**Signature of Reporting PersonDate
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 4(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 control number.
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