Luminar Technologies (NASDAQ: LAZR) adds exhibits on Chapter 11 agreements

Rhea-AI Filing Summary

Luminar Technologies, Inc. filed an amendment to a previously issued report to add copies of key agreements and press releases it had promised to provide. The exhibits now include a Stock Purchase Agreement dated December 15, 2025 among Luminar, LSI Semiconductor, Inc. and Quantum Computing Inc., plus two Transaction Support and Forbearance Agreements with holders of its first lien senior secured notes due 2028 and convertible second lien senior secured notes due 2030.

The amendment also files press releases dated December 15, 2025 announcing the filing of Chapter 11 Cases and Luminar’s entry into the Stock Purchase Agreement. The company states that, aside from adding these exhibits, the substance of the original report remains unchanged.

Positive

• None.

Negative

• Chapter 11 Cases disclosed via exhibit press release indicate that Luminar is undergoing a court-supervised reorganization, a materially adverse development for existing stakeholders.

Insights

Credit & Restructuring Analyst

Amendment adds exhibits detailing Luminar's Chapter 11 Cases, stock purchase agreement, and noteholder forbearance deals; the underlying developments are financially adverse.

Luminar Technologies uses this amendment to attach the full Stock Purchase Agreement with LSI Semiconductor, Inc. and Quantum Computing Inc., plus two Transaction Support and Forbearance Agreements. These forbearance agreements involve holders or beneficial owners of its Floating Rate First Lien Senior Secured Notes due 2028 and its 9.0% and 11.5% Convertible Second Lien Senior Secured Notes due 2030, highlighting that both first-lien and second-lien creditors are formally engaged.

The exhibit list also identifies a press release dated December 15, 2025 announcing the filing of Chapter 11 Cases and another announcing entry into the Stock Purchase Agreement. This confirms that Luminar is in a court-supervised Chapter 11 process while simultaneously pursuing a stock purchase transaction and negotiated support from secured noteholders. The amendment itself does not change the original disclosure but consolidates the governing agreements and related press releases for stakeholders who need to review the legal and capital-structure framework.

8-K Event Classification

Item 9.01 — Financial Statements and Exhibits

1 item

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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Accepted by SEC EDGAR 12/15/2025 - 05:16 PM Learn about SEC filing dates

FAQ

What does Luminar Technologies' latest amendment report?

The amendment adds copies of key agreements and press releases that Luminar Technologies, Inc. had previously indicated would be filed as exhibits, without changing the substance of the original report.

Which major agreements are attached in Luminar (LAZR)'s amended report?

The amendment files a Stock Purchase Agreement dated December 15, 2025 among Luminar Technologies, Inc., LSI Semiconductor, Inc. and Quantum Computing Inc., plus two Transaction Support and Forbearance Agreements with holders of its first lien senior secured notes due 2028 and its 9.0% and 11.5% convertible second lien senior secured notes due 2030.

What do the new press release exhibits for Luminar Technologies (LAZR) describe?

One press release announces the filing of Chapter 11 Cases, and another announces Luminar Technologies, Inc.’s entry into the Stock Purchase Agreement referenced in the original report.

Who are the counterparties to Luminar Technologies' Stock Purchase Agreement?

The Stock Purchase Agreement filed as Exhibit 10.1 is dated December 15, 2025 and is by and among Luminar Technologies, Inc., LSI Semiconductor, Inc. and Quantum Computing Inc.

Does this Luminar (LAZR) amendment change the original disclosure?

The company states that, other than adding the specified agreements and related press releases as exhibits, the original report remains unchanged.

Which Luminar debt instruments are referenced in the forbearance agreements?

The forbearance agreements cover Floating Rate First Lien Senior Secured Notes due 2028 and 9.0% and 11.5% Convertible Second Lien Senior Secured Notes due 2030 held by participating creditors.

falseLuminar Technologies, Inc./DE000175805700017580572025-12-152025-12-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 15, 2025

LUMINAR TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-38791	83-1804317
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2603 Discovery Drive, Suite 100

Orlando, Florida 32826

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (800) 532-2417

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol		Name of each exchange on which registered
Class A Common Stock, par value of $0.0001 per share		LAZR		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Explanatory Note

This Amendment No. 1 on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K filed by Luminar Technologies, Inc. (the “Company”) on December 15, 2025 (the “Original Form 8-K”), in which the Company reported, among other things, its entry into the Stock Purchase Agreement and the Transaction Support and Forbearance Agreements (each such term as defined in the Original Form 8-K). This Amendment is being filed solely for the purpose of filing copies of such agreements and related press releases that the Company had stated would be filed by amendment to the Original Form 8-K as Exhibit 10.1, 10.2, 10.3, 99.2 and 99.3, respectively. Other than as expressly set forth herein, the Original Form 8-K remains unchanged.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Number	Description
10.1+	Stock Purchase Agreement, dated December 15, 2025, by and among Luminar Technologies, Inc., LSI Semiconductor, Inc. and Quantum Computing Inc.
10.2	First Lean Transaction Support and Forbearance Agreements, dated as of December 15, 2025, by and among Luminar Technologies, Inc., the Subsidiary Guarantors party hereto, and each holder or beneficial owner of Floating Rate First Lien Senior Secured Notes due 2028 party thereto.
10.3	Second Lean Transaction Support and Forbearance Agreements, dated as of December 15, 2025, by and among Luminar Technologies, Inc., the Subsidiary Guarantors party hereto, and each holder or beneficial owner of 9.0% Convertible Second Lien Senior Secured Notes due 2030 and 11.5% Convertible Second Lien Senior Secured Notes due 2030 party thereto.
99.1	Company Information (incorporated by reference to Exhibit 99.1 of the Original Form 8-K).
99.2	Press Release issued December 15, 2025 announcing the filing of the Chapter 11 Cases.
99.3	Press Release issued December 15, 2025 announcing entry into the Stock Purchase Agreement.
104	Cover page interactive data file formatted in Inline XBRL.

+ Schedules have been omitted pursuant to Item 601(a)(5) and Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules upon request by the SEC; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act, for any schedules so furnished.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: December 15, 2025	Luminar Technologies, Inc.
	By: /s/ Alexander Fishkin
	Name: Alexander Fishkin
	Title: Chief Legal Officer

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