0001628280-21-024885.txt : 20211210
0001628280-21-024885.hdr.sgml : 20211210
20211210191945
ACCESSION NUMBER: 0001628280-21-024885
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211208
FILED AS OF DATE: 20211210
DATE AS OF CHANGE: 20211210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hall Marta Thoma
CENTRAL INDEX KEY: 0001825540
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38703
FILM NUMBER: 211486639
MAIL ADDRESS:
STREET 1: 5521 HELLYER AVENUE
CITY: SAN JOSE
STATE: CA
ZIP: 95138
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hall David S.
CENTRAL INDEX KEY: 0001825969
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38703
FILM NUMBER: 211486638
MAIL ADDRESS:
STREET 1: 40 NORTH HILL COURT
CITY: OAKLAND
STATE: CA
ZIP: 94618
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Velodyne Lidar, Inc.
CENTRAL INDEX KEY: 0001745317
STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5521 HELLYER AVENUE
CITY: SAN JOSE
STATE: CA
ZIP: 95138
BUSINESS PHONE: (669) 275-2251
MAIL ADDRESS:
STREET 1: 5521 HELLYER AVENUE
CITY: SAN JOSE
STATE: CA
ZIP: 95138
FORMER COMPANY:
FORMER CONFORMED NAME: Graf Industrial Corp.
DATE OF NAME CHANGE: 20180702
4
1
wf-form4_163918197242646.xml
FORM 4
X0306
4
2021-12-08
0
0001745317
Velodyne Lidar, Inc.
VLDR
0001825540
Hall Marta Thoma
2517 BLANDING AVE
ALAMEDA
CA
94501
1
0
0
0
0001825969
Hall David S.
2517 BLANDING AVE
ALAMEDA
CA
94501
0
0
1
0
Common Stock
2021-12-08
4
M
0
6426
A
5478137
D
Common Stock
2021-12-09
4
S
0
3294
5.34
D
5474843
D
Common Stock
59770524
I
By husband
Restricted Stock Unit
2021-12-08
4
M
0
6426
0
D
Common Stock
6426.0
32133
D
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 December 8, 2021.
These securities are owned solely by Marta Hall, who is a member of a "group" with David S. Hall for purposes of Section 13(d) of the Exchange Act.
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., the Reporting Person received shares of common stock in New Velodyne in exchange for 1,992,832 shares of common stock in Velodyne Lidar USA, Inc. On the effective date of the Merger, the closing price of New Velodyne common stock was $24.75 per share.
The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
Represents shares received by the Reporting Person's husband, David S. Hall, in the Merger.
These securities are owned solely by David S. Hall, who is a member of a "group" with the Reporting Person for purposes of Section 13(d) of the Exchange Act.
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. The Reporting Person received RSUs in exchange for restricted stock units in Velodyne Lidar USA, Inc.
The Reporting Person was granted 102,823 RSUs on September 29, 2020 which represent a contingent right to receive one share of Common Stock for each RSU. Of the initial grant, 25% vested on the one-year anniversary, and the remainder vest with respect to 6.25% of the RSUs on each company quarterly vesting dates
/s/ Marta Hall
2021-12-10
/s/ David Hall
2021-12-10