Velo3D CEO Acquires and Converts Certain of the Company's Debt to Equity at $16.38 Per Share, a Significant Premium to Market Price; Company Eliminates 60% of Debt Outstanding in Total

Velo3D (Nasdaq: VELO) announced that CEO Dr. Arun Jeldi acquired a $5 million promissory note and converted it into common stock at $16.38 per share, described as a significant premium to market.

Rhea-AI Summary

Velo3D (Nasdaq: VELO) announced that CEO Dr. Arun Jeldi acquired a $5 million promissory note and converted it into common stock at $16.38 per share, described as a significant premium to market. A director, Ken Thieneman, converted a $10 million note at $10.50 per share.

Overall, the company said total outstanding debt was reduced by 60% to approximately $10 million, and management said the moves materially deleverage the balance sheet heading into fiscal 2026.

Positive

• Outstanding debt cut by 60% to approximately $10 million
• CEO converted $5 million debt at $16.38 per share, signaling management confidence
• Director converted $10 million note into equity, reducing cash repayment needs

Negative

• Conversions will increase share count, causing potential shareholder dilution
• Different conversion prices ($16.38 and $10.50) may raise governance or perception concerns
• Company still carries approximately $10 million of remaining debt

Argus Mar 11 session

+12.83% close to close Open Argus

Details

News Market Reaction – VELO

On Mar 11, the day this news came out, VELO closed 12.83% above the previous close.

Data tracked by StockTitan Argus for the Mar 11 session.

Key Figures

CEO promissory note: $5 million CEO conversion price: $16.38 per share Director promissory note: $10 million +5 more

CEO promissory note

$5 million

Debt acquired and converted to common stock by CEO

CEO conversion price

$16.38 per share

Debt-to-equity conversion price, premium to current share price

Director promissory note

$10 million

Existing noteholder director converted note to equity

Director conversion price

$10.50 per share

Conversion price under terms of convertible note

Private placement shares

3,636,363 shares

December 2025 private placement registered for resale

Private placement price

$8.25 per share

Price of December 2025 private placement

2024 revenue

$41.0M

Full-year 2024 revenue from 424B3 filing

2024 net loss

$73.3M

Full-year 2024 net loss; going-concern doubt disclosed

Historical Context

5 past events · Latest: Mar 09

5 events

1. Mar 09

   Earnings date notice

   24h Move

   +1.5%

   Announcement of date and call schedule for FY2025 earnings release.

2. Mar 09

   Customer application news

   24h Move

   +0.8%

   Intergalactic uses RPS and Sapphire XC to accelerate aircraft heat exchanger parts.

3. Feb 17

   Defense contract win

   24h Move

   -15.7%

   Award of multi‑year $11.5M full‑rate production RPS contract from U.S. defense prime.

4. Feb 10

   Defense qualification

   24h Move

   -1.9%

   Selected as first qualified AM vendor for U.S. Army GVSC ground vehicle program.

5. Jan 13

   Army partnership

   24h Move

   -9.1%

   CRADA with U.S. Army GVSC to develop AM parts addressing ground vehicle supply chains.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

promissory note, convertible note

2 terms

promissory note financial

"acquired a $5 million promissory note from an existing debt holder"

A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.

convertible note financial

"converted a $10 million promissory note at $10.50 per share, in accordance with the terms of the convertible note"

A convertible note is a type of loan that a company gets from investors, which can later be turned into company shares instead of being paid back in cash. It matters because it helps startups raise money quickly without setting a fixed value for the company right away, making it easier to grow and attract investors.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FREMONT, Calif., March 11, 2026 /PRNewswire/ -- Velo 3D, Inc. (Nasdaq: VELO) ("Velo3D" or the "Company"), a leader in additive manufacturing ("AM") technology known for transforming aerospace and defense supply chains through world-class metal AM, today announced that Dr. Arun Jeldi, the Company's Chief Executive Officer, acquired a $5 million promissory note from an existing debt holder and converted it into shares of common stock at $16.38 per share, a significant premium to the Company's current share price. Separately, an existing noteholder, Ken Thieneman, who is a director of the Company, also converted a $10 million promissory note at $10.50 per share, in accordance with the terms of the convertible note. In total, the Company's outstanding debt was reduced by 60% to approximately $10 million.

"My decision to acquire and convert this debt at a significant premium to market reflects my belief in the long-term value of Velo3D," said Dr. Arun Jeldi, CEO of Velo3D. "We have substantially deleveraged our balance sheet and are entering fiscal 2026 focused on scaling our platform and delivering results for shareholders."

About Velo3D:

Velo3D is a metal 3D printing technology company. 3D printing—also known as additive manufacturing (AM)—has a unique ability to improve the way high-value metal parts are built. The company's solution unlocks a wide breadth of design freedom and enables customers in space exploration, aviation, power generation, energy, and semiconductor to innovate the future in their respective industries. Using Velo3D, these customers can now build mission-critical metal parts that were previously impossible to manufacture. The fully integrated solution includes the Flow print preparation software, the Sapphire® family of printers, and the Assure quality control system—all of which are powered by Velo3D's Intelligent Fusion® manufacturing process. The company delivered its first Sapphire system in 2018 and has been a strategic partner to innovators such as Honeywell, Honda, Chromalloy, and Lam Research. Velo3D has been named as one of Fast Company's Most Innovative Companies for 2024. For more information, please visit Velo3D.com, or follow the company on LinkedIn or X.

Forward-Looking Statements:

This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, statements regarding the Company's expectations about the benefits of the debt conversion, the Company's future financial position and capital structure, the Company's ability to scale its platform, and the Company's other expectations, hopes, beliefs, intentions, or strategies for the future.  Words such as "expect", "estimate", "project", "budget", "forecast", "anticipate", "intend", "plan", "may", "will", "could", "should", "believes", "predicts", "potential", "continue", and similar expressions are intended to identify such forward-looking statements.  These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results, including risks related to the Company's ability to execute its business strategy, market conditions, competition, and other risks  described in the documents filed by the Company from time to time with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Most of these factors are outside the Company's control and are difficult to predict. The Company cautions readers not to place undue reliance on any forward-looking statements, including projections, which speak only as of the date made. The Company does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.

VELO, VELO3D, SAPPHIRE and INTELLIGENT FUSION, are registered trademarks of Velo3D, Inc.; and WITHOUT COMPROMISE, FLOW and ASSURE are trademarks of Velo3D, Inc. All Rights Reserved © Velo3D, Inc.

All Rights Reserved © Velo3D, Inc.

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SOURCE Velo3D, Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Velo3D (VELO) announce on March 11, 2026 regarding debt conversions?

Velo3D announced conversions that reduced debt by 60% to about $10 million. According to the company, CEO Dr. Arun Jeldi bought a $5 million note and converted it at $16.38 per share while director Ken Thieneman converted $10 million at $10.50 per share.

How much debt did Velo3D (VELO) eliminate and what is remaining after the conversions?

The company said it eliminated 60% of outstanding debt, leaving roughly $10 million. According to the company, the combined conversions reduced total obligations materially and the remaining debt balance is approximately $10 million heading into fiscal 2026.

What does the CEO conversion at $16.38 per share mean for Velo3D (VELO) shareholders?

The CEO conversion at a premium is presented as a vote of confidence by management. According to the company, Dr. Arun Jeldi paid $16.38 per share to convert $5 million of debt, which the company says signals belief in long-term shareholder value.

Will the debt conversions for Velo3D (VELO) dilute existing shareholders?

Yes, conversions convert debt into equity and will increase the share count, causing dilution for existing holders. According to the company, both the CEO and a director converted promissory notes into common stock under the stated per-share prices.

How might Velo3D's (VELO) balance sheet and near-term strategy change after these conversions?

The company indicated the conversions substantially deleverage the balance sheet and support scaling initiatives. According to the company, reducing debt to about $10 million lets management focus on scaling the platform and delivering results for shareholders in fiscal 2026.