SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
PIV GP, L.L.C.

(Last) (First) (Middle)
4 EMBARCADERO CENTER, SUITE 3950

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/29/2021
3. Issuer Name and Ticker or Trading Symbol
Velo3D, Inc. [ VLD ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 22,874,407 I See footnote(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
PIV GP, L.L.C.

(Last) (First) (Middle)
4 EMBARCADERO CENTER, SUITE 3950

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PIV Fund I, L.P.

(Last) (First) (Middle)
4 EMBARCADERO CENTER, SUITE 3950

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Gudiksen Mark Stout

(Last) (First) (Middle)
C/O PIVA CAPITAL, INC.
4 EMBARCADERO CENTER, SUITE 3950

(Street)
SAN FRANCISCO CA 94111

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Shares are held by PIV Fund I, L.P. ("PIV-I LP"). PIV GP, L.L.C. ("PIV GP") is the general partner of PIV-I LP and may be deemed to beneficially own the shares held by PIV-I LP. Ricardo Angel is the managing member of PIV GP and Mr. Angel and Mark Stout Gudiksen are the managing partners of Piva Capital Inc., the management company of PIV-I LP, and therefore Messrs. Angel and Gudiksen may be deemed to share voting and investment power over the shares held by PIV-I LP. Each of PIV GP and Mr. Gudiksen disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Mr. Angel is a director of the Issuer and files separate Section 16 reports.
Remarks:
PIV GP, L.L.C., By /s/ Ricardo Angel, managing member 10/12/2021
PIV Fund I, L.P., By: PIV GP, L.L.C., its general partner, By: /s/ Ricardo Angel, managing member 10/12/2021
/s/ Ricardo Angel, as Attorney-in-Fact for Mark S. Gudiksen 10/12/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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