4//SEC Filing
Tewell Thomas 4
Accession 0001104659-21-034664
CIK 0001745317other
Filed
Mar 9, 7:00 PM ET
Accepted
Mar 10, 9:38 PM ET
Size
16.7 KB
Accession
0001104659-21-034664
Insider Transaction Report
Form 4
Tewell Thomas
Chief Operating Officer
Transactions
- Exercise/Conversion
Restricted Stock Unit
2021-03-08−41,312→ 32,133 total→ Common Stock (73,445 underlying) - Exercise/Conversion
Common Stock
2021-03-08+265,320→ 265,320 total - Exercise/Conversion
Restricted Stock Unit
2021-03-08−51,411→ 66,101 total→ Common Stock (117,512 underlying) - Award
Restricted Stock Unit
2021-03-08+27,185→ 27,185 totalExercise: $0.00→ Common Stock (27,185 underlying) - Exercise/Conversion
Restricted Stock Unit
2021-03-08−172,597→ 33,050 total→ Common Stock (205,647 underlying)
Footnotes (6)
- [F1]The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on March 8, 2021.
- [F2]The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc.
- [F3]The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to (i) 14,893 of the RSUs immediately upon grant, (ii) 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of September 25, 2017 and (iii) with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.
- [F4]The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of September 29, 2018 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.
- [F5]The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of February 22, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.
- [F6]The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.
Documents
Issuer
Velodyne Lidar, Inc.
CIK 0001745317
Entity typeother
Related Parties
1- filerCIK 0001825960
Filing Metadata
- Form type
- 4
- Filed
- Mar 9, 7:00 PM ET
- Accepted
- Mar 10, 9:38 PM ET
- Size
- 16.7 KB