Valens Semiconductor (VLN) CFO outlines 85K RSUs and 175K options
Rhea-AI Filing Summary
Valens Semiconductor Ltd. (VLN) reported the initial Section 16 holdings of its Chief Financial Officer, Karine Pinto Flomenboim. The filing shows direct beneficial ownership of 85,000 restricted stock units (RSUs), each representing a contingent right to receive one ordinary share, and a stock option for 175,000 ordinary shares at an exercise price of $2.00 per share. Both the RSUs and options vest 25% on 08/09/2027, with the remaining 75% vesting in twelve equal quarterly installments, subject to continued service. Footnotes describe accelerated RSU vesting upon certain Merger/Sale Events under the company’s 2021 Share Incentive Plan.
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Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Flomenboim Karine Pinto
Role
Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Stock Option (Right to Buy) F3 | -- | -- | -- |
| holding | Ordinary Shares F1, F2 | -- | -- | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 175,000 shares (Direct);
Ordinary Shares — 85,000 shares (Direct)
Footnotes (3)
- F1. The Reporting Person was granted restricted stock units ("RSUs"), each representing a contingent right to receive one ordinary share of Valens Semiconductor Ltd. (the "Company"). The RSUs vest 25% on the first Vesting Date (08/09/2027), and the remaining 75% vest in twelve equal quarterly installments thereafter, subject to the Reporting Person's continued employment by the Company or its subsidiaries through each applicable vesting date.
- F2. Notwithstanding the foregoing, upon a Merger/Sale Event (as defined in the Company's 2021 Share Incentive Plan), 50% of the then-unvested RSUs shall accelerate immediately prior to the consummation of the transaction. The remaining unvested RSUs shall fully accelerate upon the earlier of (i) the termination of the Reporting Person's employment in connection with the Merger/Sale Event (other than for Cause or due to Justified Reason) within 12 months following the closing of the transaction, or (ii) 12 months following the consummation of the Merger/Sale Event, regardless of continued employment.
- F3. The Options vest 25% on the first Vesting Date (08/09/2027) and the reamining 75% vest in twelve equal quarterly installments thereafter, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Key Figures
RSUs reported: 85,000 units
Option underlying shares: 175,000 shares
Option exercise price: $2.0000 per share
+5 more
8 metrics
RSUs reported
85,000 units
Restricted stock units representing contingent rights to ordinary shares
Option underlying shares
175,000 shares
Ordinary shares underlying stock option held directly
Option exercise price
$2.0000 per share
Exercise price for stock option on 175,000 ordinary shares
Initial vesting tranche
25%
Portion of both RSUs and options vesting on 08/09/2027
Remaining vesting
75%
Balance of RSUs and options vesting in twelve equal quarterly installments
First vesting date
08/09/2027
Initial vesting date for RSUs and options
Option expiration date
08/09/2033
Expiration of stock option position
Post-change period for RSU acceleration
12 months
Window after Merger/Sale Event for full RSU acceleration on qualifying termination
Key Terms
restricted stock units ("RSUs"), Merger/Sale Event, 2021 Share Incentive Plan, vesting date
4 terms
restricted stock units ("RSUs") financial
"The Reporting Person was granted restricted stock units ("RSUs"), each representing"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Merger/Sale Event financial
"Notwithstanding the foregoing, upon a Merger/Sale Event (as defined in the Company"
vesting date financial
"through each applicable vesting date."
FAQ
What ownership does the new CFO report in Valens Semiconductor Ltd. (VLN) on this Form 3?
The CFO reports 85,000 RSUs and a stock option over 175,000 ordinary shares. The RSUs represent contingent rights to shares, and the options are exercisable at $2.00 per share, all subject to time-based vesting.
How do the 85,000 RSUs reported for VLN’s CFO vest over time?
The 85,000 RSUs vest 25% on 08/09/2027, with the remaining 75% vesting in twelve equal quarterly installments. Vesting is conditioned on the CFO’s continued employment with Valens Semiconductor Ltd. or its subsidiaries.
What are the key terms of the 175,000 stock options reported for VLN’s CFO?
The CFO holds options over 175,000 ordinary shares with a per-share exercise price of $2.00 and expiration on 08/09/2033. These options vest 25% on 08/09/2027, with the remaining 75% vesting in twelve quarterly installments.
Does the VLN CFO’s RSU award have accelerated vesting on a Merger/Sale Event?
Yes. Upon a Merger/Sale Event, 50% of then-unvested RSUs accelerate immediately before closing. The remaining RSUs fully accelerate upon qualifying employment termination within 12 months or 12 months after consummation, as disclosed.
When does the VLN CFO’s reported option position expire and under what plan is it granted?
The reported stock option expires on 08/09/2033 and relates to 175,000 underlying ordinary shares at $2.00 per share. RSU acceleration terms reference Valens Semiconductor Ltd.’s 2021 Share Incentive Plan in the footnotes.
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