Valens director sells 19,179 shares at $3.02 avg

Valens Semiconductor Ltd. director Adi Yarel-Toledano sold 19,179 Ordinary Shares in an open-market transaction at a weighted average price of $3.0224 per share.

Rhea-AI Filing Summary

Valens Semiconductor Ltd. director Adi Yarel-Toledano sold 19,179 Ordinary Shares in an open-market transaction at a weighted average price of $3.0224 per share. After this sale, she directly holds 164,253 Ordinary Shares. The transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted on December 1, 2025.

Insider Trade Summary 10b5-1

Net Seller: 19,179 shares

Net Sell 1 txn

Insider Yarel - Toledano Adi

Role Director

Sold 19,179 shs ($58K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	19,179	$3.0224	$58K

Holdings After Transaction: Ordinary Shares — 164,253 shares (Direct)

Footnotes (2)

1. F1. The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 1, 2025
2. F2. The price reported is a weighted average price. The reporting person undertakes to provide full information, regarding the number of shares and prices at which the transaction was effectuated, upon request.

Key Figures

Shares sold: 19,179 shares Sale price: $3.0224 per share Shares held after sale: 164,253 shares +2 more

5 metrics

Shares sold 19,179 shares Open-market sale of Ordinary Shares on May 13, 2026

Sale price $3.0224 per share Weighted average sale price for the reported transactions

Shares held after sale 164,253 shares Director’s direct holdings following the May 13, 2026 sale

Rule 10b5-1 plan adoption date December 1, 2025 Date the pre-arranged trading plan governing these sales was adopted

Net share direction -19,179 shares Net-sell activity in this Form 4 transaction summary

Key Terms

Rule 10b5-1 trading plan, weighted average price, open-market sale, Ordinary Shares

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported is a weighted average price. The reporting person undertakes to provide full information..."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

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.

Ordinary Shares financial

"security_title: Ordinary Shares"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Valens Semiconductor (VLN) report on this Form 4?

Valens Semiconductor reported that director Adi Yarel-Toledano completed an open-market sale of 19,179 Ordinary Shares. The sale was executed at a weighted average price of $3.0224 per share, as disclosed in the Form 4 filing and its related footnotes.

At what price did the Valens Semiconductor (VLN) director sell her shares?

The director sold her Valens Semiconductor Ordinary Shares at a weighted average price of $3.0224 per share. The filing notes this is an average across multiple trades and states that detailed trade prices and share amounts are available upon request from the reporting person.

How many Valens Semiconductor (VLN) shares does the director hold after this transaction?

Following the reported sale, director Adi Yarel-Toledano directly holds 164,253 Valens Semiconductor Ordinary Shares. This post-transaction holding figure is explicitly disclosed in the Form 4 and reflects her remaining direct ownership position after the 19,179-share sale.

Was the Valens Semiconductor (VLN) insider sale made under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state the sales were effectuated under a Rule 10b5-1 trading plan. This plan was adopted by the reporting person on December 1, 2025, indicating the trades were pre-arranged rather than decided at the time of execution.

Who is the reporting person in this Valens Semiconductor (VLN) Form 4 filing?

The reporting person is Adi Yarel-Toledano, identified as a director of Valens Semiconductor Ltd. The Form 4 indicates she is not an officer or ten percent owner, and that the reported Ordinary Share transaction reflects her direct ownership activity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/14/2026 - 08:53 AM EDT Learn about SEC filing dates

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).

X

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^*

Yarel - Toledano Adi

(Last) (First) (Middle)

10 TAVYOV

(Street)

TEL AVIV

(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)
05/13/2026

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	05/13/2026		S(1)		19,179	D	$3.0224(2)	164,253	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 sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 1, 2025

2. The price reported is a weighted average price. The reporting person undertakes to provide full information, regarding the number of shares and prices at which the transaction was effectuated, upon request.

	Adi Yarel Toledano by: Oppenheimer Israel, as Attorney-in-fact	05/14/2026
	** 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)