Exhibit (C)(3)

Private & Confidential [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24 b - 2 of the Securities Exchange Act of 1934 , as amended . This information has been filed separately with the Securities and Exchange Commission . Project Cheetah Special Committee Materials for Discussion February 13, 2024

Agenda & Participants 2 ▪ When: Tuesday, February 13 – 9:00pm PT ▪ Where: Online Zoom Meeting A g e n d a I t e m s ▪ Status Update ▪ Valuation Discussion ▪ Attendees ‒ Special Committee ‒ Cooley ‒ Craig - Hallum

Project Cheetah Process Update Summary ▪ Following the Jan 23rd Special Committee meeting, Craig - Hallum reached out to the 7 additional parties authorized O u t r e a c h P r o c e s s ▪ 5 Parties - [***], [***], [***], [***], and [***] - have passed ▪ 3 Parties – [***], [***] and [***] requested a call with the Craig - Hallum team to discuss, which were held on Jan 29, Jan 30 and Feb 6 respectively ▪ 2 Parties - [***] and [***] requested NDAs. [***] has provided a redline to the NDA to which to which we have responded. Neither NDA has yet been signed 3 C o n t a c t e d C a l l w i t h C - H Te a m N D A S e n t P a s s e d [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] N D A S i g n e d [***] [***] [***]

Discussion of [***] Offer – Implied Enterprise Value ▪ Overview of $3.17 per share offer price ▪ Analysis is based on most recent share, RSU, PSU, option and Non - Qual data received from the Company as well as preliminary 12/31/23 balance sheet data provided by the Company 4 $ in thousands, except per share data Purchase Price Consideration Options value $762 - Based on 349,439 options with $1.00 strike price and 1,849 Implied Total Equity Purchase Price $52,693 options with $1.10 strike price 1 Non - Qualified Stock $15 - Based on 7,347 non - qualified stock with $1.10 strike price 2 Implied Value of All Common Stock Outstanding $50,235 - Based on 15,846,935 shares outstanding RSU Value $1,681 - Based on 530,164 RSUs outstanding PSU Value $0 - All PSUs vest at $150.00 per share Less: Cash 12/31/2023 $57,658 Plus: Debt and Debt - Like Items 12/31/2023 $104,087 - Consists of $104.1 million of Lion Preferred Stock liquidation value a/o 12/31/2023 Implied Enterprise Value $99,122 (1) Excludes 450,118 options with strike prices above $3.17 (2) Excludes 315,060 non - qualified stock with strike prices above $3.17 $ in thousands

Summary Valuation Observations 5 I MPLIED C HEETAH V ALUATION R ANGES Source: S&P Capital IQ, Bloomberg, and SEC filings as of 2/12/2024 Premiums Paid metrics are as of 2/12/2014, not as of the offer date Target metrics based on company financials provided by and approved for use by Company management Implied Enterprise Value ($ millions) 25th 75th Low Percentile Median Percentile High $250.1 $128.3 $393.4 $136.8 $25.7 $106.5 $173.6 $16.4 $39.6 $67.0 $19.9 $207.7 $239.1 $18.1 $39.8 $64.4 $9.8 $9.2 $11.5 $10.4 $87.7 $100.4 $107.6 $113.4 $129.0 $86.8 $98.3 $104.9 $111.0 $127.2 $76.9 $104.8 $118.1 $123.5 $143.6 $203.5 $57.8 $97.9 $145.9 $24.4 Implied Share Price High 75th Percentile Median 25th Percentile Low $12.25 $7.65 $3.61 NM NM $4.92 $1.23 NM NM NM $20.87 $11.59 $9.70 NM NM $5.44 $1.08 NM NM NM $4.97 $4.86 $5.85 $4.03 $3.89 $4.64 $3.68 $3.52 $4.31 $3.25 $3.12 $3.51 $2.48 $2.43 $1.83 $9.45 $5.99 $3.09 $0.68 NM Comparable Public Companies Target Metric Million (USD) Low 25th Percentile Median 75th Percentile High 2024E Revenue 2025E Revenue 2024E Gross Profit 2025E Gross Profit $27.9 $38.1 $11.0 $15.1 0.3 x 0.2 x 1.0 x 0.7 x 0.9 x 0.4 x 1.8 x 1.2 x 3.8 x 1.0 x 18.8 x 2.6 x 6.2 x 1.8 x 21.7 x 4.3 x 9.0 x 3.4 x 35.7 x 9.1 x Premiums Paid Premiums Paid 1 - Day Premiums Paid 1 - Week Premiums Paid 1 - Month $2.60 $2.51 $3.04 - 4.3% - 3.4% - 39.8% 25.2% 24.3% 15.4% 41.9% 40.2% 41.9% 55.2% 54.8% 52.6% 91.5% 93.5% 92.3% Discounted Cash Flow Terminal Revenue EV/ Multiples

Summary Valuation Observations – Enterprise Value ▪ The green bars represent the 25th to 75th percentile for each of the respective valuation methodologies P UBLIC C OMPANY C OMPARABLES P REMIUMS P AID 6 Revenue 2024E 2025E Gross Profit 2024E 2025E DCF Rev. 1 - Day 1 - Month 1 - Week Source: S&P Capital IQ, Bloomberg, and SEC filings as of 2/12/2024 $9.8 $9.2 $11.5 $10.4 $87.7 $86.8 $76.9 $24.4 $128.3 $393.4 $136.8 $129.0 $127.2 $143.6 $203.5 $300 $250.1 $0 $100 $200 $400 Proposed Transaction Implied Enterprise Value ($99.1 million)

Summary Valuation Observations – Share Price ▪ The green bars represent the 25th to 75th percentile for each of the respective valuation methodologies P UBLIC C OMPANY C OMPARABLES P REMIUMS P AID 7 $3.17 Offer Price Revenue 2024E 2025E Gross Profit 2024E 2025E DCF Rev. 1 - Day 1 - Month 1 - Week NM deemed “Not Meaningful” due to stock prices representing negative figures NM NM NM NM NM $2.48 $2.43 $1.83 $12.25 $4.92 $20.87 $5.44 $9.45 $4.97 $4.86 $5.85

Selected Comparable Public Companies Analysis 8 Source : S&P Capital IQ as of 2/12/2024, enterprise values based on TSM diluted shares outstanding “NM” (Not Meaningful) datapoints reflect negative multiples and any multiples >50x “NA” (Not Applicable) datapoints reflect multiples in which consensus estimates are not available Adj. EBITDA Gross Profit Revenue Adj. EBITDA Gross Profit Revenue Adj. EBITDA Gross Profit Revenue Value Cap High Price Ticker Company NM 9.1x 3.4x NM NM 9.0x NM NM 27.0x $1,586.4 $1,285.9 27.6% $2.91 LAZR Luminar Technologies, Inc. 2.1x 0.7x 0.2x 9.7x 1.0x 0.4x NM 1.9x 0.6x $145.5 $541.1 17.1% $4.03 HSAI Hesai Group NA 3.6x 1.5x NA 18.8x 5.8x NM NM NM $437.5 $519.7 31.8% $2.61 MVIS MicroVision, Inc. NM 1.6x 0.5x NM 21.7x 1.8x NM NM 17.7x $133.4 $299.6 34.5% $1.67 INVZ Innoviz Technologies Ltd. NA 4.5x 1.8x NA 35.7x 6.4x NM NM 26.0x $75.1 $308.8 53.5% $1.07 AEVA Aeva Technologies, Inc. NM 1.0x 0.4x NM 1.8x 0.6x NM 12.0x 1.0x $72.4 $254.1 32.3% $5.40 OUST Ouster, Inc. NA NM NM NA NA NM NM NM NM ($38.9) $9.1 5.3% $1.30 LIDR AEye, Inc. 2.1x 9.1x 3.4x 9.7x 35.7x 9.0x 0.0x 12.0x 27.0x $1,586.4 $1,285.9 High 2.1x 4.3x 1.8x 9.7x 21.7x 6.2x NA 9.5x 26.0x $291.5 $530.4 75th Percentile Median 25th Percentile Low 2.1x 2.6x 1.0x 9.7x 18.8x 3.8x NA 7.0x 17.7x $133.4 $308.8 2.1x 1.2x 0.4x 9.7x 1.8x 0.9x NA 4.4x 1.0x $73.8 $276.9 2.1x 0.7x 0.2x 9.7x 1.0x 0.4x 0.0x 1.9x 0.6x - $38.9 $9.1 2024E - 2025E 2025E 2024E LTM 2025E 2024E LTM 2025E 2024E LTM $ in millions, except per share data Rev. Grow th Gross Margin Gross Margin Gross Margin Gross Profit Gross Profit Gross Profit Revenue Revenue Revenue Company Ticker 166.0% 37% 17% - 115% $175.1 $29.9 ($67.7) $470.7 $177.0 $58.8 LAZR Luminar Technologies, Inc. 44.6% 35% 33% 32% $210.5 $138.9 $75.8 $601.0 $415.7 $236.4 HSAI Hesai Group 278.7% 42% 31% 12% $120.4 $23.2 $0.3 $284.0 $75.0 $2.2 MVIS MicroVision, Inc. 231.8% 33% 8% - 158% $81.4 $6.2 ($11.9) $245.8 $74.1 $7.5 INVZ Innoviz Technologies Ltd. 246.7% 41% 18% - 282% $16.8 $2.1 ($8.1) $41.0 $11.8 $2.9 AEVA Aeva Technologies, Inc. 58.9% 38% 35% 9% $69.0 $40.0 $6.0 $183.1 $115.2 $69.8 OUST Ouster, Inc. 533.3% 19% NA - 371% $14.4 NA ($9.2) $76.0 $12.0 $2.5 LIDR AEye, Inc. 533% 42% 35% 32% $210.5 $138.9 $75.8 $601.0 $415.7 $236.4 High 263% 39% 33% 10% $147.8 $37.5 $3.1 $377.3 $146.1 $64.3 75th Percentile 232% 37% 24% - 115% $81.4 $26.6 ($8.1) $245.8 $75.0 $7.5 Median 112% 34% 17% - 220% $42.9 $10.4 ($10.5) $129.5 $43.1 $2.7 25th Percentile 45% 19% 8% - 371% $14.4 $2.1 ($67.7) $41.0 $11.8 $2.2 Low COMPARABLE COMPANY ANALYSIS $ in millions, except per share data Stock % of 52W Market Enterprise LTM Multiples 2024E Multiples 2025E Multiples Cheetah (based on offer price) $52.7 $99.1 7.8x 26.2x NM 3.6x 9.0x NM 2.6x 6.6x NM FINANCIAL ESTIMATES SUMMARY Cheetah $12.7 $27.9 $38.1 $3.8 $11.0 $15.1 30% 40% 40% 36%

92.3% 93.5% 91.5% High 52.6% 54.8% 55.2% 75th Percentile 41.9% 40.2% 41.9% Median 15.4% 24.3% 25.2% 25th Percentile (39.8%) (3.4%) (4.3%) Low $3.04 1/12/2024 $2.51 2/5/2024 $2.60 2/12/2024 Cheetah Closing Share Price Date 4.3% 26.3% 22.2% Corresponding Premium (2) Implied Price Per Share $5.85 $4.86 $4.97 High $4.64 $3.89 $4.03 75th Percentile $4.31 $3.52 $3.68 Median $3.51 $3.12 $3.25 25th Percentile $1.83 $2.43 $2.48 Low Premiums Paid Analysis (1) 1 - Day 1 - Week 1 - Month Share price shown in USDs 1 - Day 1 - Week 1 - Month 92.3% 93.5% 91.5% High 52.6% 54.8% 55.2% 75th Percentile 41.9% 40.2% 41.9% Median 15.4% 24.3% 25.2% 25th Percentile (39.8%) (3.4%) (4.3%) Low $3.00 11/19/2023 $3.80 12/12/2023 $3.02 12/19/2023 Cheetah Closing Share Price Date 5.7% - 16.6% 5.0% Corresponding Premium (2) Implied Price Per Share $5.77 $7.35 $5.78 High $4.58 $5.88 $4.69 75th Percentile $4.26 $5.33 $4.29 Median $3.46 $4.72 $3.78 25th Percentile $1.81 $3.67 $2.89 Low Premiums Paid Analysis (1) 1 - Day 1 - Week 1 - Month Share price shown in USDs 1 - Day 1 - Week 1 - Month M&A Premiums Paid Analysis - Methodology ▪ Screening criteria: ▪ Deals completed or those announced since January 1, 2021 in the United States and Canada ▪ Deals that were 100% cash transactions acquiring greater than 50% of the Target Company ▪ Transaction equity value ranging from $20 million to $250 million ▪ Includes only Technology Company transactions ▪ 18 total transactions in analysis 9 Source : S&P Capital IQ as of 2/12/2024 (1) Represents 1 Day, 1 Week, and 1 Month Spot Premium for respective reference prices at time of offer (2) Represents premium to Cheetah closing price in respective time periods for the current $3.17 offer price (3) Represents 1 Day, 1 Week, and 1 Month Spot Premium prior to Current Stock Price as of 2/12/2024 Premiums Paid – At Time of Offer (12/19/2023) 1 Premiums Paid – Current (2/12/2024) 3

Discounted Cash Flow Analysis – Summary & Sensitivity 10 Company financials provided by and approved for use by Company management Analysis does not reflect potential beneficial impact of accumulated net operating losses (“NOLs”) (1) Assumes 21.0% corporate tax rate (2) “NOPAT” defined as net operating profit after taxes (3) (As provided by and approved for use by Company management; Net Working Capital defined as the sum of Accounts Receivable, Inventory and Prepaid Expenses, less Accounts Payable and Accrued Expenses $ in millions 2028P 2027P 2026P 2025P 2024P $6.5 ($21.5) ($30.2) ($10.6) ($15.4) Operating Profit $0.8 $0.0 $0.0 $0.0 $0.0 Less: Taxes @ 21.0% (1) $7.3 ($21.5) ($30.2) ($10.6) ($15.4) NOPAT (2) $1.1 $0.7 $0.5 $0.4 $0.3 Plus: D&A ($2.8) ($1.4) ($0.7) ($0.8) $0.0 Less: CapEx ($12.0) ($9.0) $0.4 ($3.0) ($0.7) Less: ∆ Net Working Capital (3) ($6.3) ($31.3) ($30.0) ($13.9) ($15.8) Unlevered Free Cash Flow ($58.1) Discount @ 20.7% $156.0 PV of TV Revenue @ 2.5x $97.9 Implied Enterprise Value 3.50x 3.00x 2.50x 2.00x 1.50x 3.50x 3.00x 2.50x 2.00x 1.50x $9.45 $7.14 $4.84 $2.53 $0.22 15.7% $203.5 $165.2 $126.8 $88.5 $50.1 15.7% $8.06 $5.99 $3.91 $1.83 - $0.25 18.2% C $180.5 $145.9 $111.4 $76.8 $42.3 18.2% $6.85 $4.97 $3.09 $1.22 - $0.66 20.7% A C $160.2 $129.1 $97.9 $66.7 $35.5 20.7% $5.78 $4.08 $2.38 $0.68 - $1.01 23.2% W $142.4 $114.2 $86.0 $57.8 $29.6 23.2% $4.83 $3.29 $1.75 $0.21 - $1.32 25.7% $126.7 $101.2 $75.6 $50.0 $24.4 25.7% Implied Enterprise Value Terminal Revenue Multiple WACC Implied Stock Price Terminal Revenue Multiple

Weighted Average Cost of Capital Calculation 11 Source : Bloomberg and S&P Global Capital IQ of 2/12/2024 AEye, Inc. Ouster, Inc. Aeva Technologies, Inc. Innoviz Technologies Ltd. MicroVision, Inc. Luminar Technologies, Inc. Hesai Group LIDR OUST AEVA INVZ MVIS LAZR HSAI 2.09 3.11 2.06 1.24 1.78 1.76 2.13 Observed (Levered Beta) (a) 1.72 2.41 1.71 1.16 1.52 1.51 1.75 Adjusted Beta (b) $0 $45 $0 $0 $0 $625 $48 Total Debt $9 $254 $309 $300 $520 $1,286 $541 Market Value of Equity $9 $299 $309 $300 $520 $1,911 $589 Total Capitalization - - 17.9% - - - - 0.0% 48.6% 8.9% Total Debt to Equity Ratio - - 15.2% - - - - 0.0% 32.7% 8.2% Total Debt / Total Capitalization 100.0% 84.8% 100.0% 100.0% 100.0% 67.3% 91.8% Equity / Total Capitalization 21.0% 21.0% 21.0% 21.0% 21.0% 21.0% 21.0% Assumed Tax Rate 1.72 2.11 1.71 1.16 1.52 1.09 1.64 Unlevered Beta (c) WACC CALCULATION ($ in millions) Comparable Public Companies Cost of Equity - Capital Asset Pricing Model Risk Free Rate (20 - Year Treasury) (d) Market Risk Premium (e) Size Premium (f) Median Debt / Equity Ratio Median Unlevered Beta Levered Beta ASSUMPTIONS 4.1% 5.5% 7.6% 0.0% 1.64 1.64 Estimated Cost of Equity (g) 20.7% Cost of Debt Cost of Debt (h) 5.7% After - Tax Cost of Debt 4.5% Equity / Total Capitalization Ratio Total Debt / Total Capitalization Ratio 100.0% 0.0% Weighted Average Cost of Capital (i) 20.7% a) Observed beta (two year weekly per Bloomberg) b) Adjusted beta equals [(levered beta) * (2/3)] + [1/3] c) Unlevered beta equals adjusted levered beta divided by the quantity [1 + (the debt/equity ratio) * (1 – the tax rate)] d) 10 - year U.S. Treasury Note per Wall Street Journal e) Kroll Capital "Cost of Capital Module" as of 12/31/2023 f) Kroll Capital "Cost of Capital Module" (defined as companies with market capitalization between $1.6 million and $97.4 million), 10B CRSP 10th Decile Brekadown g) Capital Asset Pricing Model; [the risk - free rate of return] + [(the equity risk premium) * (levered beta)] + [the size premium] h) Based on estimated cost of debt (defined as Moody's Seasoned Baa Corporate Bond Yield) as of December 2023 i) WACC equals [(the cost of equity) * (the equity/capital ratio)] + [(the cost of debt) * (the debt/total capital ratio) * (1 – the tax rate)]

Private & Confidential Appendix 12

Selected M&A Transactions Data 13 Source : S&P Capital IQ as of 2/12/2024, SEC Edgar Filings (1) Valuation based on 194,919,551 shares of OUST stock issued at $1.14 per share, less $220.0 million of cash; NTM revenue and gross profit reflect management estimates for calendar year 2023E of $61.1 million and $11.1 million, respectively; Y+2 revenue and gross profit reflect management estimates for calendar year 2024E of $95.3 million and $30.2 million, respectively; analysis does not take into consideration dilutive securities rolled in transaction (2) Valuation based on 184,495,557 shares outstanding at time of merger announcement at $1.14 per share, less $115.3 million of net cash; NTM revenue and gross profit reflect management estimates for calendar year 2023E of $65.3 million and $18.4 million, respectively; Y+2 revenue and gross profit reflect management estimates for calendar year 2024E of $104.5 million and $27.0 million, respectively; analyses does not take into consideration dilutive securities outstanding at time of merger announcement (3) Purchase price of €15.0 million, converted at a EUR - USD spot rate of 1.05 (4) Based on 11.1 million shares issued to Sense Photonics of OUST stock at $10.01 per share, inclusive of 0.5 million vested options and 1.6 million share earn out; exclusive of 4.8 million RSUs issued to Sense Photonics employees (5) Implied enterprise value based on TE Connectivity investment equal to 71.87% pro forma ownership, acquiring 7,380,905 shares in First Sensor at a price of €28.25 per share, plus net debt of €16.7 million; converted at a EUR - USD spot rate of 1.11 - NTM revenue reflects consensus estimates at announcement for calendar year 2019E of $187.1 million; Y+2 revenue reflects consensus estimates at announcement for calendar year 2020E of $200.6 million; analyses does not take into consideration dilutive securities outstanding at time of merger announcement COMPARABLE M&A TRANSACTIONS ANALYSIS Implied EV/LTM Implied EV/NTM Implied EV/Y+2 Gross Profit Gross Profit Gross Profit Implied Implied EV/LTM Implied EV/NTM Implied EV/Y+2 Announced Status Target Buyer Enterprise Value Revenue Revenue Revenue NM 0.2x 0.1x 9/14/2022 Closed Velodyne Lidar, Inc. (1) Ouster, Inc. $2,151,289 0.0x 0.0x 0.0x 7.5x 5.2x 3.5x 9/14/2022 Closed Ouster, Inc. (2) Velodyne Lidar, Inc. $94,978,958 2.3x 1.5x 0.9x NA NA NA 12/1/2022 Closed Certain assets of Ibeo MicroVision GmbH $15,740,000 NA NA NA Automotive Systems Gmbh (3) NA NA NA 10/5/2021 Closed Sense Photonics, Inc. (4) Ouster, Inc. $111,111,000 NA NA NA 3.4x NA NA 5/26/2019 Closed First Sensor AG (5) TE Connectivity Ltd. $339,489,698 1.8x 1.8x 1.7x 7.5x 5.2x 3.5x $339,489,698 2.3x 1.8x 1.7x High: 75th Percentile: Median: 25th Percentile: Low : 6.5x 3.9x 2.7x $111,111,000 2.1x 1.6x 1.3x 5.5x 2.7x 1.8x $94,978,958 1.8x 1.5x 0.9x 4.5x 1.4x 0.9x $15,740,000 0.9x 0.7x 0.5x 3.4x 0.2x 0.1x $2,151,289 0.0x 0.0x 0.0x 26.2x 9.0x 6.6x $99,121,598 7.8x 3.6x 2.6x Cheetah (based on offer price):

Summary of Impact of Varying Potential Offer Prices 14 $2.60 Current Stock Price $3.17 Current Offer Price 22% Current 1 - Day Premium Current Shares Outstanding 15,846,935 Dilutive Securities Outstanding 775,375 16,622,310 Total Shares Outstanding 1,962,474 Koito Ownership 14,659,836 Non - Koito Shares Required from Koito Required from Koito $3.55 $3.50 $3.45 $3.40 $3.35 $3.30 $3.25 $3.20 $3.17 $5,570,738 $4,837,746 $4,104,754 $3,371,762 $2,638,770 $1,905,779 $1,172,787 $439,795 Incremental Cash $0 37% 35% 33% 31% 29% 27% 25% 23% 1 - Day Premium 22% $4.00 $3.95 $3.90 $3.85 $3.80 $3.75 $3.70 $3.65 $3.60 $12,167,664 $11,434,672 $10,701,680 $9,968,688 $9,235,697 $8,502,705 $7,769,713 $7,036,721 Incremental Cash $6,303,729 54% 52% 50% 48% 46% 44% 42% 40% 1 - Day Premium 38% Source : Koito shares held based on S&P Capital IQ as of 2/12/2024