Sec Form 4 Filing - Kortlang Benjamin John @ Luminar Technologies, Inc./DE - 2020-12-02

Insider filing report for Changes in Beneficial Ownership
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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
Kortlang Benjamin John
2. Issuer Name and Ticker or Trading Symbol
Luminar Technologies, Inc./DE [ LAZR]
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 LUMINAR TECHNOLOGIES, INC., 2603 DISCOVERY DRIVE, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
12/02/2020
(Street)
ORLANDO, FL32826
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
Class A Common Stock 12/02/2020 A 15,947,553 A 15,947,553 I By G2VP I, LLC for itself and as nominee for G2VP Founders Fund I, LLC ( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kortlang Benjamin John
C/O LUMINAR TECHNOLOGIES, INC.
2603 DISCOVERY DRIVE, SUITE 100
ORLANDO, FL32826
X
Signatures
/s/ Benjamin J. Kortlang 12/04/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On December 2, 2020, pursuant to that certain Agreement and Plan of Merger, dated as of August 24, 2020 (the "Merger Agreement"), by and among Gores Metropoulos, Inc. (the "Issuer"), Luminar Technologies, Inc., a Delaware corporation ("Legacy Luminar") and the other parties thereto, the Issuer completed its initial business combination (the "Business Combination"). As a result of the Business Combination, the Issuer changed its name to Luminar Technologies, Inc. In connection with the Business Combination and in accordance with the Merger Agreement, 701,262 shares of Class A Common Stock of Legacy Luminar, 461,852 shares of Series A Preferred Stock of Legacy Luminar and 6,839 shares of Series X Preferred Stock of Legacy Luminar were converted into the right to receive 15,947,553 shares of Class A Common Stock of the Issuer. The issuance of the shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
( 2 )The Reporting Person, along with Brook Porter, Daniel Oros and David Mount, are the managing members of G2VP I Associates, LLC, which is the managing member of G2VP I, LLC for itself and as nominee for G2VP Founders Fund I, LLC ("G2VP"), and therefore, may be deemed to hold voting and dispositive power over the shares held by G2VP. The Reporting Person disclaims beneficial ownership of the shares held by G2VP except to the extent of his pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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