Valens Semiconductor (VLN) director share sale tied to RSU tax withholding

Rhea-AI Filing Summary

Valens Semiconductor Ltd. director Yaacobi Tal reported a disposition of shares tied to tax withholding. On the vesting of restricted share units, 3,750 Ordinary Shares were withheld and sold by the company at $1.47 per share to satisfy tax withholding obligations. Following this mechanistic transaction, Tal’s direct holdings stand at 73,648 Ordinary Shares.

Insider Trade Summary

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

Net Sell 1 txn

Insider Yaacobi Tal

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 — 73,648 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares sold for tax withholding: 3,750 shares Sale price per share: $1.47 per share Shares held after transaction: 73,648 shares

3 metrics

Shares sold for tax withholding 3,750 shares Ordinary Shares tied to RSU vesting

Sale price per share $1.47 per share Tax-related share sale

Shares held after transaction 73,648 shares Director’s direct holdings post-transaction

Key Terms

restricted share units, tax withholding obligations, Ordinary Shares

3 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"

Ordinary Shares financial

"security_title: "Ordinary Shares" for the reported transaction"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

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^*

Yaacobi Tal

(Last) (First) (Middle)

8 HANAGAR ST.

POB 7152

(Street)

HOD HASHARON 4501309

(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	73,648	D

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

	Tal Yaacobi 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 for Yaacobi Tal?

Valens Semiconductor disclosed that director Yaacobi Tal had 3,750 Ordinary Shares withheld and sold at $1.47 per share. The sale was to cover tax obligations arising from the vesting of restricted share units, rather than a discretionary open-market trade.

Was the VLN insider transaction by Yaacobi Tal an open-market sale?

The filing lists the transaction under a sale code but footnotes clarify it was for tax withholding. Shares were withheld and sold by Valens Semiconductor to satisfy tax obligations from restricted share unit vesting, not a discretionary open-market sale decision by Tal.

How many Valens Semiconductor (VLN) shares does Yaacobi Tal hold after this transaction?

After the tax-related disposition, Yaacobi Tal directly holds 73,648 Ordinary Shares of Valens Semiconductor. This figure reflects his position following the 3,750 shares withheld and sold to meet tax withholding obligations tied to restricted share unit vesting.

At what price were Yaacobi Tal’s Valens Semiconductor (VLN) shares sold for tax withholding?

The 3,750 Ordinary Shares associated with Yaacobi Tal’s tax withholding event were sold at $1.47 per share. This price applies specifically to the shares withheld and sold by Valens Semiconductor to cover tax obligations from restricted share unit vesting.

What is the purpose of the share sale noted in Valens Semiconductor (VLN) director Tal’s Form 4?

The share sale’s stated purpose is to satisfy tax withholding obligations on vesting restricted share units. Valens Semiconductor withheld and sold 3,750 Ordinary Shares, meaning the transaction is a compensation-related tax event rather than a voluntary change in Tal’s investment stance.