Xiaogang Zhang - 07 Jan 2025 Form 4 Insider Report for Cepton, Inc.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 07 Jan 2025
Net transaction value: -$87,784
SEC form: 4
Accepted by SEC: 07 Jan 2025, 17:30:23 UTC
Prior SEC filing: 17 Jun 2024
Source filing: View source filing
Reporting owner signature: /s/ Xiaogang Zhang

Key filing fact

Xiaogang Zhang filed Form 4 for Cepton, Inc. on 07 Jan 2025.

Key facts

This page summarizes Xiaogang Zhang's Form 4 filing for Cepton, Inc..
2 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 07 Jan 2025, 17:30.

Change

Previous filing in this sequence was filed on 17 Jun 2024.
Current net transaction value: -$87,784.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CPTN transaction

Common Stock

Disposed to Issuer

Transaction value: $56,084
Shares: -17,692
Change %: -100%
Price: $3.17
Shares after: 0
Date: 07 Jan 2025
Ownership: Direct
Footnotes: F1

CPTN transaction

Common Stock

Disposed to Issuer

Transaction value: $31,700
Shares: -10,000
Change %: -100%
Price: $3.17
Shares after: 0
Date: 07 Jan 2025
Ownership: Direct
Footnotes: F2

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Xiaogang Zhang is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 2 footnotes

Footnote F1

Disposed of in accordance with the terms of the Agreement and Plan of Merger, dated as of July 29, 2024 (the "Merger Agreement"), entered into by and among the Issuer, KOITO MANUFACTURING CO., LTD. ("Parent") and Project Camaro Merger Sub, Inc. ("Merger Sub"). Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger") on January 7, 2025 (the "Effective Time"). At the Effective Time, each share of Common Stock that was outstanding as of immediately prior to the Effective Time (other than certain exceptions) was automatically cancelled and converted into the right to receive $3.17 in cash, without interest.

Footnote F2

Represents restricted stock units ("RSUs") that were outstanding immediately prior to the Effective Time, whether or not vested, which, pursuant to the Merger Agreement, were cancelled, and converted into the right to receive (without interest) an amount in cash, less any withholding taxes, determined by multiplying (i) $3.17 by (ii) the number of shares of Common Stock underlying such RSU award immediately prior to the Effective Time; provided that receipt of the cash consideration for unvested RSUs will remain subject to the vesting conditions applicable to such RSU prior to the Effective Time.