[144] Valens Semiconductor Ltd. SEC Filing

Rhea-AI Filing Summary

The Form 144 filing discloses that Valens Semiconductor Ltd. (VLN) Chairman David, an officer of the company, plans to sell 1,194 ordinary shares through broker Oppenheimer & Co. on 26 June 2025 under an existing Rule 10b5-1 trading plan adopted 16 Aug 2024. The proposed sale has an estimated market value of US $2,865.60, based on recent trading prices.

This notice also details the insider’s prior activity: within the last three months he sold 8,000 shares on 14 Apr 2025 and 6,806 shares on 25 Jun 2025, generating combined gross proceeds of US $37,109.92. All shares originated from employee stock-option grants received on 11 Jan 2019. After the proposed transaction, the total shares to be sold represent less than 0.002% of the company’s 106.3 million shares outstanding, indicating a de minimis impact on the public float. No adverse, non-public information is asserted by the filer, as required by Form 144 certification.

Insights

Financial Analyst

TL;DR Small Form 144 sale (<0.002% float) by VLN chairman under 10b5-1; signal negligible, market impact minimal, neutral outlook.

The filing covers an immaterial insider sale of 1,194 shares valued at roughly US $2.9 k. Even when combined with the two earlier sales totaling ~14.8 k shares, the aggregate represents a tiny fraction of Valens Semiconductor’s 106 million shares outstanding. Because the transactions occur within a pre-arranged Rule 10b5-1 plan, they are less likely to convey a discretionary bearish view. There is no accompanying operational update, guidance change, or macro driver. Consequently, I view this disclosure as routine and non-impactful for valuation or sentiment.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001971553
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Valens Semiconductor Ltd.
SEC File Number	001-40842
Address of Issuer	8 HANAGAR ST. POB 7152 HOD HASHARON, 4501309 ISRAEL 00000
Phone	972-9-762-6900
Name of Person for Whose Account the Securities are To Be Sold	Chairman David
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Ordinary	Oppenheimer & Co. Inc. 85 Broad St. New York NY 10004	1194	2865.60	106342415	06/26/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Ordinary	01/11/2019	Employee Stock Option Plan	Issuer			19876	01/11/2019	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Chairman David 8 HANAGAR ST. POB 7152 HOD HASHARON L3 00000	Ordinary	04/14/2025	8000	19913.60
Chairman David 8 HANAGAR ST. POB 7152 HOD HASHARON L3 00000	Ordinary	06/25/2025	6806	17196.32

144: Remarks and Signature

Remarks	Under a 10b5-1 sale plan adopted on 08/16/2024
Date of Notice	06/26/2025
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	08/16/2024
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	Chairman David
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Valens Semiconductor (VLN) shares are being proposed for sale in this Form 144?

1,194 ordinary shares are scheduled for sale.

What is the estimated market value of the proposed VLN insider sale?

Approximately US $2,865.60 based on recent prices.

Is the planned VLN share sale covered by a Rule 10b5-1 trading plan?

Yes. The plan was adopted on 16 Aug 2024.

How significant is the proposed sale relative to Valens Semiconductor’s total shares outstanding?

The sale represents less than 0.002% of the 106.3 million shares outstanding.

What insider sales has the chairman executed in the last three months?

He sold 8,000 shares on 14 Apr 2025 and 6,806 shares on 25 Jun 2025, raising US $37,109.92.