Ernest E. Maddock - Feb 10, 2023 Form 4 Insider Report for Ouster, Inc. (OUST)

Role: Director
Signature: /s/ Megan Chung, as Attorney-in-Fact
Stock symbol: OUST
Transactions as of: Feb 10, 2023
Transactions value $: $0
Form type: 4
Date filed: 2/14/2023, 07:55 PM
Previous filing: Jan 25, 2023
Next filing: Mar 16, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Ownership	Footnotes
transaction	OUST	Common Stock	+Grant/Award		+133,007			133,007	Feb 10, 2023	Direct	F1
transaction	OUST	Common Stock	+Grant/Award	$0	+186,254	+140.03%	$0.00	319,261	Feb 10, 2023	Direct	F2

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger, dated as of November 4, 2022 (the "Merger Agreement"), at the effective time of the first merger contemplated by the Merger Agreement (the "Effective Time"), each share of common stock of Velodyne Lidar, Inc. ("Velodyne") held by the Reporting Person immediately prior to the Effective Time was converted into 0.8204 shares of the Company's common stock. The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
F2	Represents Company restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Company's common stock. The RSUs vest as to 1/5 of the the total number of RSUs on each of the first five quarterly anniversaries of the grant date, subject to the Reporting Person's continued service through the applicable vesting date. The RSUs have no expiration date.

Content

Pursuant to the Agreement and Plan of Merger, dated as of November 4, 2022 (the "Merger Agreement"), at the effective time of the first merger contemplated by the Merger Agreement (the "Effective Time"), each share of common stock of Velodyne Lidar, Inc. ("Velodyne") held by the Reporting Person immediately prior to the Effective Time was converted into 0.8204 shares of the Company's common stock. The transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.

Represents Company restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Company's common stock. The RSUs vest as to 1/5 of the the total number of RSUs on each of the first five quarterly anniversaries of the grant date, subject to the Reporting Person's continued service through the applicable vesting date. The RSUs have no expiration date.