Sec Form 4 Filing - Syllantavos George @ Cepton, Inc. - 2022-02-10

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Syllantavos George 2. Issuer Name and Ticker or Trading Symbol Cepton, Inc. [ CPTN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CEPTON, INC 399 W. TRIMBLE RD 3. Date of Earliest Transaction (MM/DD/YY) 02/10/2022 (Street) SAN JOSE, CA95131 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/10/2022 J( 1 ) 359,000 A $ 0( 1 ) 359,000 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B Common Stock ( 1 ) 02/10/2022 J( 1 ) 359,000 ( 1 ) ( 1 ) Common Stock 359,000 ( 1 ) 0 D Warrants $ 11.5 02/10/2022 A 617,500 03/12/2022 02/10/2027 Common Stock 617,500 $ 1( 2 ) 617,500 I See Footnote( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Syllantavos George C/O CEPTON, INC 399 W. TRIMBLE RD SAN JOSE, CA95131 X Signatures /s/ George Syllantavos 02/14/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of Class B common stock of Growth Capital Acquisition Corp. ("GCAC" and, upon consummation of GCAC's business combination (the "Business Combination") with Cepton Technologies, Inc., GCAC as the surviving issuer as renamed Cepton, Inc. (the "Issuer")) held by the Reporting Person automatically converted into shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock"), on February 10, 2022, upon the consummation of the Business Combination, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights. The shares of Class B common stock did not have an expiration date. The securities reported herein were distributed to the Reporting Person by Nautilus Carriers LLC, one of the sponsors in GCAC's initial public offering of which the Reporting Person is a member (the "Sponsor"), in connection with the Sponsor's pro rata distribution of the securities to its members. ( 2 )The Sponsor acquired these warrants for a purchase price of $1.00 per warrant in connection with GCAC's initial public offering. The warrants become eligible for exercise 30 days following the consummation of the Business Combination. ( 3 )The warrants reported herein are held by Magellan Investments Corp., of which the Reporting Person is the president and the sole director, and accordingly the Reporting Person is deemed the beneficial owner of the warrants held by Magellan Investments Corp. and to have sole voting and dispositive control over such securities.

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