4//SEC Filing
Syllantavos George 4
Accession 0001498233-25-000011
CIK 0001498233other
Filed
Jan 6, 7:00 PM ET
Accepted
Jan 7, 5:28 PM ET
Size
10.5 KB
Accession
0001498233-25-000011
Insider Transaction Report
Form 4
Cepton, Inc.CPTN
Syllantavos Georgios
Director
Transactions
- Disposition to Issuer
Common Stock
2025-01-07$3.17/sh−10,000$31,700→ 0 total - Disposition to Issuer
Common Stock
2025-01-07$3.17/sh−53,592$169,887→ 0 total - Other
Warrants
2025-01-07−617,500→ 0 total(indirect: See Footnote)Exercise: $115.00Exp: 2025-02-06→ Common Stock
Footnotes (4)
- [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.
- [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.
- [F3]Pursuant to a warrant agreement and in connection with the Merger, such warrants automatically ceased to represent a warrant exercisable for shares of Common Stock and became a warrant exercisable as of the Effective Time for a period of 30 days solely for a cash amount equal to $0.0104 per warrant.
- [F4]The warrants reported herein are held by Magellan Investments Corp., of which the Reporting Person is the president and the sole director, and accordingly the Reporting Person is deemed the beneficial owner of the warrants held by Magellan Investments Corp. and to have sole voting and dispositive control over such securities.
Documents
Issuer
Cepton, Inc.
CIK 0001498233
Entity typeother
Related Parties
1- filerCIK 0001333845
Filing Metadata
- Form type
- 4
- Filed
- Jan 6, 7:00 PM ET
- Accepted
- Jan 7, 5:28 PM ET
- Size
- 10.5 KB