0001104659-20-111277.txt : 20201001
0001104659-20-111277.hdr.sgml : 20201001
20201001211101
ACCESSION NUMBER: 0001104659-20-111277
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200929
FILED AS OF DATE: 20201001
DATE AS OF CHANGE: 20201001
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: 201217860
MAIL ADDRESS:
STREET 1: 5521 HELLYER AVENUE
CITY: SAN JOSE
STATE: CA
ZIP: 95138
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
tm2032248-25_4.xml
OWNERSHIP DOCUMENT
X0306
4
2020-09-29
0
0001745317
Velodyne Lidar, Inc.
VLDR
0001825969
Hall David S.
5521 HELLYER AVENUE
SAN JOSE
CA
95138
1
1
1
0
Executive Chairman
Common Stock
2020-09-29
4
A
0
59770524
A
59770524
D
Common Stock
2020-09-29
4
A
0
5935865
A
5935865
I
By wife
Restricted Stock Unit
2020-09-29
4
A
0
223395
0.00
A
2026-03-14
Common Stock
223395
223395
D
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 exchange for 20,066,595 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.
Represents shares received by the Reporting Person's wife, Marta Thoma Hall, in the Merger.
The Reporting Person received restricted stock units ("RSUs") in exchange for 75,000 restricted stock units in Velodyne Lidar USA, Inc. 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 is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the remaining 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.
/s/ Karen Skelton, Attorney-in-Fact
2020-10-01