0001104659-20-111274.txt : 20201001 0001104659-20-111274.hdr.sgml : 20201001 20201001210842 ACCESSION NUMBER: 0001104659-20-111274 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200929 FILED AS OF DATE: 20201001 DATE AS OF CHANGE: 20201001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dee Michael E CENTRAL INDEX KEY: 0001756027 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38703 FILM NUMBER: 201217850 MAIL ADDRESS: STREET 1: 118 VINTAGE PARK BLVD CITY: HOUSTON STATE: TX ZIP: 77070 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 tm2032248d1_4.xml OWNERSHIP DOCUMENT X0306 4 2020-09-29 0 0001745317 Velodyne Lidar, Inc. VLDR 0001756027 Dee Michael E C/O VELODYNE LIDAR, INC., 5521 HELLYER AVENUE SAN JOSE CA 95138 1 0 0 0 Common Stock 2020-09-29 4 A 0 120000 10.00 A 120000 I By Spar City Capital LLC Common Stock 50018 D Common Stock 300 I By Trust Represents shares of common stock purchased pursuant to a Subscription Agreement, dated as of July 2, 2020, executed in connection with the Business Combination between Graf Industrial Corp. and Velodyne Lidar, Inc. as described in Graf Industrial Corp.'s definitive proxy statement on Schedule 14A filed by Graf Industrial Corp. with the SEC on September 14, 2020. Voting and investment power over the shares held by Spar City Capital LLC resides with Mr. Dee as its President and Chief Financial Officer. Mr. Dee disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Owned by a trust of which one of Mr. Dee's children is the beneficiary and for which Mr. Dee serves as trustee. Mr. Dee disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. In connection with the Business Combination between Graf Industrial Corp. and Velodyne Lidar, Inc. as described in Graf Industrial Corp.'s definitive proxy statement on Schedule 14A filed by Graf Industrial Corp. with the SEC on September 14, 2020, Michael Dee has resigned as an Officer and remained as a Director. /s/ Karen Skelton, Attorney-in-Fact 2020-10-01 EX-24 2 tm2032248d1_ex24.htm EXHIBIT 24

Exhibit 24

POWER OF ATTORNEY

The undersigned, as a Section 16 reporting person of Velodyne Lidar, Inc., a Delaware corporation (the “Company”), hereby constitutes and appoints each of the persons listed on Exhibit A attached hereto, the undersigned’s true and lawful attorney-in-fact to:

(1) complete and execute Form ID, “Update Passphrase Confirmation” form and Forms 3, 4 and 5 and other forms and all amendments thereto as such attorney-in-fact shall in his or her discretion determined to be required or advisable pursuant to Section 16 of the Securities Exchange Act of 1934 (as amended) and the rules and regulations promulgated thereunder, or any successor laws and regulations, as a consequence of the undersigned’s ownership, acquisition or disposition of securities of the Company; and

(2) do all acts necessary in order to file such forms with the Securities and Exchange Commission, any securities exchange or national association, the Company and such other person or agency as the attorney-in-fact shall deem appropriate.

The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with the Securities Exchange Act of 1934 (as amended).

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 25 day of September, 2020.

	/s/ Michael Dee
	Michael Dee

EXHIBIT A

Michael Vella

Karen Skelton

Andrew Hamer

Michelle Esau