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Velo3D, Inc. held its annual stockholder meeting where investors approved an amendment to the 2021 Equity Incentive Plan, adding 2,860,000 shares of common stock for future issuance and expanding the pool of incentive stock options from 244,377 to 10,000,000 shares.
Stockholders also elected Stefan Krause and Lily Mei as Class II directors, ratified Frank, Rimerman + Co. LLP as auditor for 2026, and approved on an advisory basis the company’s executive compensation. They further chose an annual say-on-pay vote, which the company will maintain until at least the 2032 annual meeting.
Velo3D Inc: This amendment to a Schedule 13G/A reports that LMR-affiliated investment managers collectively hold warrants exercisable into 3,779 shares of Common Stock, after giving effect to a 35-for-1 reverse split in June 2024 and a 15-for-1 reverse split in July 2025. The filing states the 3,779 shares represent approximately 0.0% of the outstanding common stock based on 26,216,822 shares outstanding as of March 24, 2026. The Reporting Persons have shared voting and dispositive power over the 3,779 warrants and no sole voting or dispositive power.
Velo3D director Kenneth Dale Thieneman reported routine equity activity related to his board compensation and indirect holdings. A holding entry shows 1,145,830 shares of Common Stock held indirectly through Thieneman Construction, Inc., reflecting an existing position rather than a new trade.
On the same date, an initial Restricted Stock Unit (RSU) award granted when he joined the Board fully vested and was settled. 1,623 RSUs, each representing a right to receive one share of Common Stock for no cash consideration, were converted into 1,623 shares of Common Stock, bringing his directly held Common Stock to 11,187 shares. The Form 4 characterizes this as an exercise or conversion of a derivative security tied to continued board service, not an open‑market purchase or sale.
Velo3D, Inc. director Lloyd Jason Michael reported routine equity compensation activity rather than open-market trading. On May 28, 2026, he exercised Restricted Stock Units, receiving 1,623 shares of Common Stock for no cash consideration.
After this RSU vesting, he holds 11,187 shares of Common Stock directly and 7,000 shares indirectly through an individual retirement account. The filing also shows 3,188 Restricted Stock Units remaining after the transaction and notes a correction to a previously reported share amount due to a clerical error.
Velo3D, Inc. director and CEO Arun Jeldi reported a compensation-related share vesting and updated holdings. On May 15, 2026, he exercised 3,145 restricted stock units (RSUs) into an equal number of common shares, at a reported price of $19.84 per share, increasing his directly held common stock to 15,728 shares.
The filing also shows 12,737,940 common shares held indirectly through Arrayed Notes Acquisition Corp., a wholly owned subsidiary of an entity he controls. Footnotes correct earlier reporting errors, clarifying the RSU vesting start date of February 15, 2026 and the proper split between unvested RSUs and directly owned shares.
Velo3D, Inc. entered into a new sales agreement with Needham & Company, Cantor Fitzgerald and Craig-Hallum that allows it to issue and sell shares of common stock in at-the-market offerings with an aggregate offering price of up to $100,000,000. Any shares sold will be issued under the company’s effective Form S-3 shelf registration and related prospectus supplement. Velo3D currently plans to use any net proceeds for working capital and general corporate purposes and will pay the sales agents a 3.0% commission on gross proceeds.
In connection with this new arrangement, Velo3D terminated its prior sales agreement with Needham dated February 6, 2023, with no termination penalties.
Velo3D, Inc. has filed a prospectus supplement to offer shares of common stock having an aggregate offering price of up to $100,000,000 through an at-the-market program with Needham, Cantor and Craig-Hallum acting as designated agents. Sales will be made from time to time at prevailing market prices under a sales agreement and the Agents will receive a 3.0% commission on gross proceeds.
The prospectus notes 26,216,822 shares outstanding as of March 31, 2026 and illustrates a pro forma outcome of up to 31,257,144 shares outstanding after assumed sales of 5,040,322 shares at an assumed price of $19.84 per share. The company also completed a Registered Direct Offering of 3,571,428 shares at $14.00 per share for gross proceeds of approximately $50 million on April 27, 2026.
Velo3D, Inc. ownership update: Alyeska Investment Group, L.P. and related filers report beneficial ownership of 220,938 shares of Velo3D common stock, representing 0.84% of the class, consisting of shares issuable upon exercise of warrants as of March 31, 2026. The filing cites 26,216,822 shares outstanding per the Form 10-K dated March 31, 2026. Alyeska Investment Group, L.P. exercises voting and investment control over the shares held by Alyeska Master Fund, L.P. Anand Parekh is named as a reporting person and disclaims beneficial ownership. The filing is a joint Schedule 13G/A amendment reporting an institutional passive stake.
Velo3D Inc ownership disclosure: LMR-affiliated investment managers and two principals report shared beneficial ownership of 1,984,280 shares of common stock issuable upon exercise of warrants as of March 31, 2026. The filings state the LMR Shares represent approximately 7.0% of outstanding common stock based on 26,216,822 shares outstanding as of March 24, 2026.
The shares are held directly by two master funds, each holding warrants to purchase 992,140 shares. Reporting Persons disclaim sole voting and dispositive power and report shared voting and dispositive power for the stated amount.
Velo3D, Inc. registers the resale of 3,000,000 shares of common stock by a selling stockholder pursuant to granted registration rights. The company will not receive any proceeds from these sales and has agreed to pay registration expenses other than underwriting discounts and transfer taxes.
The prospectus lists 26,216,822 shares outstanding after this offering based on 26,216,822 shares outstanding as of March 31, 2026, and shows the selling stockholder Arrayed Notes Acquisition Corp. beneficially owned 12,737,940 shares before the offering and would hold 9,737,940 shares after the offering (shown as 32.7% of outstanding shares as of May 12, 2026). The filing discloses a closing market price of $21.01 per share on May 13, 2026.