Ernest E. Maddock - Feb 10, 2023 Form 4 Insider Report for Velodyne Lidar, Inc. (VLDR)

Role
Director
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, 04:01 PM
Previous filing
Jan 25, 2023
Next filing
Mar 16, 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VLDR Common Stock Options Exercise $0 +20.7K +14.66% $0.00 162K Feb 10, 2023 Direct F1
transaction VLDR Common Stock Disposed to Issuer -162K -100% 0 Feb 10, 2023 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VLDR Restricted Stock Unit Options Exercise $0 -20.7K -100% $0.00* 0 Feb 10, 2023 Common Stock 20.7K Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Ernest E. Maddock 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 (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.
F3 Includes a restricted stock award of 111,028 shares that was accelerated upon the closing of the Mergers pursuant to the Company's Outside Director Compensation Policy.
F4 The Reporting Person was granted restricted stock units ("RSUs"), which represent a contingent right to receive one share of the issuer's common stock. The RSUs were granted in connection with theReporting Person's appointment as a member of the Board of Directors. Subject to the Reporting Person's continuous service, the RSUs will vest with respect to 1/3 of the RSUs annually on the date of grant.
F5 Pursuant to the Company's Outside Director Compensation Policy, each unvested RSU was accelerated upon the closing of the Merger.