Tax withholding sale by Valens Semiconductor (NASDAQ: VLN) director

Rhea-AI Filing Summary

Valens Semiconductor Ltd. director Moshe Lichtman reported an indirect sale of 3,750 Ordinary Shares at $1.47 per share through NGR Ltd. The shares were withheld and sold by the company to satisfy tax withholding obligations tied to vesting of restricted share units, leaving 126,450 shares indirectly held.

Insider Trade Summary

Net Seller: 3,750 shares ($5,513)

Net Sell 1 txn

Insider LICHTMAN MOSHE

Role null

Sold 3,750 shs ($6K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	3,750	$1.47	$6K

Holdings After Transaction: Ordinary Shares — 126,450 shares (Indirect, Held by NGR Ltd. An entity wholly owned by the reporting person)

Footnotes (1)

1. The shares sold represent shares withheld and sold by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted share units This Form 4 reports only the transaction effected by NGR Ltd. No transactions occurred with respect to other securities beneficially owned by the reporting person.

Key Figures

Shares sold: 3,750 shares Sale price: $1.47 per share Shares held after transaction: 126,450 shares +2 more

5 metrics

Shares sold 3,750 shares Ordinary Shares sold on 2026-04-16

Sale price $1.47 per share Open-market sale used for tax withholding

Shares held after transaction 126,450 shares Indirect ownership via NGR Ltd. following sale

Transaction code S Sale in open market or private transaction

Transaction direction sell Classified as an open-market sale in Form 4 data

Key Terms

restricted share units, tax withholding obligations, indirect, open-market sale, +1 more

5 terms

restricted share units financial

"in connection with the vesting of restricted share units"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

tax withholding obligations financial

"to satisfy tax withholding obligations in connection with the vesting"

indirect financial

""ownership_type": "indirect""

open-market sale financial

""transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 regulatory

"This Form 4 reports only the transaction effected by NGR Ltd."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LICHTMAN MOSHE

(Last) (First) (Middle)

HAKFAR HAYAROK, PRECEDE BUILDING, CO IGP

(Street)

RAMAT HASHARON

(City) (State) (Zip)

ISRAEL

(Country)

2. Issuer Name and Ticker or Trading Symbol
Valens Semiconductor Ltd. [ VLN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	04/16/2026		S(1)		3,750	D	$1.47	126,450	I	Held by NGR Ltd. An entity wholly owned by the reporting person(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares sold represent shares withheld and sold by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted share units

2. This Form 4 reports only the transaction effected by NGR Ltd. No transactions occurred with respect to other securities beneficially owned by the reporting person.

	Moshe Lichtman by: Oppenheimer Israel, as Attorney-in-fact	04/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Valens Semiconductor (VLN) disclose in this Form 4?

Valens Semiconductor disclosed an indirect sale of 3,750 Ordinary Shares linked to director Moshe Lichtman. The shares were withheld and sold by the company to cover tax obligations from vesting restricted share units, rather than a discretionary open-market sale.

At what price were the Valens Semiconductor (VLN) shares sold in this insider filing?

The 3,750 Valens Semiconductor Ordinary Shares were sold at $1.47 per share. According to the filing, this sale reflects shares withheld and sold by the issuer to satisfy tax withholding obligations associated with the vesting of restricted share units, not a typical trading decision.

How many Valens Semiconductor (VLN) shares does Moshe Lichtman hold after the reported transaction?

After the transaction, 126,450 Valens Semiconductor Ordinary Shares are reported as indirectly owned. These shares are held through NGR Ltd., an entity wholly owned by Moshe Lichtman, according to the Form 4 disclosure and related ownership description in the filing.

Who is NGR Ltd. in relation to the Valens Semiconductor (VLN) Form 4 filing?

NGR Ltd. is described as an entity wholly owned by reporting person Moshe Lichtman. The indirectly held Valens Semiconductor shares, including those involved in the tax withholding sale, are held by NGR Ltd., so the Form 4 attributes the transaction to that entity rather than direct personal ownership.

Was the Valens Semiconductor (VLN) insider sale a routine tax withholding event?

Yes. The filing states the shares sold represent stock withheld and sold by the issuer to satisfy tax withholding obligations from vesting restricted share units. This indicates a routine compensation-related event rather than a discretionary open-market sale by the director or NGR Ltd.