Ted L. Tewksbury III - Feb 10, 2023 Form 4 Insider Report for Velodyne Lidar, Inc. (VLDR)

Signature
/s/ Daniel Horwood, Attorney-in-Fact
Stock symbol
VLDR
Transactions as of
Feb 10, 2023
Transactions value $
$0
Form type
4
Date filed
2/13/2023, 04:00 PM
Previous filing
Feb 2, 2023
Next filing
Feb 28, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VLDR Common Stock Disposed to Issuer -1.31M -48.88% 1.37M Feb 10, 2023 Direct F1, F2
transaction VLDR Common Stock Disposed to Issuer $0 -1.37M -100% $0.00* 0 Feb 10, 2023 Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Ted L. Tewksbury III is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On February 10, 2023, the closing of the transactions contemplated by the Agreement and Plan of Merger, dated November 4, 2022 (as it may be amended from time to time), by and among Ouster, Inc. ("Ouster"), Oban Merger Sub, Inc., a wholly owned subsidiary of Ouster, Oban Merger Sub II LLC, a wholly owned subsidiary of Ouster, and Velodyne Lidar, Inc. ("Velodyne") occurred, pursuant to which Velodyne merged into a wholly owned subsidiary of Ouster (the "Merger").
F2 At the effective time of the Merger, each performance-based restricted stock award was deemed to be met at the target level of achievement of the performance goals, resulting in a forfeiture of shares above the target level.
F3 At the effective time of the Merger (the "Effective Time"), each outstanding share of Velodyne common stock automatically converted to the right to receive 0.8204 of a share of Ouster common stock.