Valens Semiconductor (VLN) SVP exercises options and sells 4,000 shares under 10b5-1 plan

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Valens Semiconductor Ltd. senior vice president of R&D Chairman David reported a routine exercise-and-sell transaction in company shares. On May 8, 2026, he exercised 4,000 stock options at $0.86 per share, acquiring the same number of ordinary shares. Those 4,000 shares were then sold in an open-market transaction at a weighted average price of about $2.5431 per share under a pre-arranged Rule 10b5-1 trading plan. Following these transactions, he directly holds 403,968 ordinary shares and 83,695 stock options, so the sale represents a small portion of his overall position.

Insider Trade Summary 10b5-1

Net Seller: 4,000 shares ($10,172)

Net Sell 3 txns

Insider Chairman David

Role SVP, R&D

Sold 4,000 shs ($10K)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	4,000	$0.00	--
Exercise	Ordinary Shares	4,000	$0.86	$3K
Sale	Ordinary Shares	4,000	$2.5431	$10K

Holdings After Transaction: Stock Option (Right to Buy) — 83,695 shares (Direct, null); Ordinary Shares — 407,968 shares (Direct, null)

Footnotes (1)

The sales reported on this Form 4 were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 16, 2024 The shares sold were acquired upon the exercise of stock options on the same date 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. The options reported herein were exercised and the underlying shares were sold on the same date as reported in Table I. The shares were acquired upon the exercise of stock options

Key Figures

Shares sold: 4,000 shares Sale price: $2.5431 per share Options exercised: 4,000 options +4 more

7 metrics

Shares sold 4,000 shares Ordinary shares sold on May 8, 2026

Sale price $2.5431 per share Weighted average sale price for 4,000 shares

Options exercised 4,000 options Stock options exercised into ordinary shares

Exercise price $0.86 per share Conversion or exercise price of stock options

Shares owned after 403,968 shares Direct ordinary share holdings post-transaction

Options remaining 83,695 options Stock options outstanding after exercise

Option expiration June 9, 2031 Expiration date of the reported stock options

Key Terms

Rule 10b5-1 trading plan, weighted average price, Stock Option (Right to Buy), 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 by the Reporting Person"

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."

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.

Stock Option (Right to Buy) financial

"Stock Option (Right to Buy) transaction with 4,000.0000 shares"

Ordinary Shares financial

"Ordinary Shares transaction of 4,000.0000 shares at $2.5431"

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 →

05/11/2026 - 09:06 AM

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^*

Chairman David

(Last)

(First)

(Middle)

42 HOLOT GEULIM

(Street)

ZORAN

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, R&D

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	05/08/2026		M⁽¹⁾		4,000⁽⁵⁾	A	$0.86	407,968	D
Ordinary Shares	05/08/2026		S⁽¹⁾		4,000⁽²⁾	D	$2.5431⁽³⁾	403,968	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$0.86	05/08/2026		M⁽⁴⁾			4,000	06/01/2022	06/09/2031	Ordinary Shares	4,000	$0	83,695	D

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 August 16, 2024

2. The shares sold were acquired upon the exercise of stock options on the same date

3. 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.

4. The options reported herein were exercised and the underlying shares were sold on the same date as reported in Table I.

5. The shares were acquired upon the exercise of stock options

	David Chairman by: Oppenheimer Israel, as Attorney-in-fact	05/11/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Valens Semiconductor (VLN) report for Chairman David?

Valens Semiconductor reported that SVP R&D Chairman David exercised 4,000 stock options and sold 4,000 ordinary shares. The exercise occurred at $0.86 per share and the sale at a weighted average price of $2.5431 per share on May 8, 2026, under a 10b5-1 plan.

How many Valens Semiconductor (VLN) shares did the insider sell and at what price?

The insider sold 4,000 Valens Semiconductor ordinary shares at a weighted average price of $2.5431. These shares were first acquired by exercising stock options on the same date, as disclosed in the Form 4 footnotes, and then sold in an open-market transaction.

What options did the Valens Semiconductor (VLN) insider exercise in this Form 4?

Chairman David exercised 4,000 stock options with a conversion or exercise price of $0.86 per share. The options related to ordinary shares, and the exercise directly preceded the sale of the same 4,000 shares, as described in the transaction details and footnotes.

How many Valens Semiconductor (VLN) shares does the insider own after these transactions?

After the reported transactions, Chairman David directly owns 403,968 ordinary shares of Valens Semiconductor. This figure reflects his holdings following the 4,000-share option exercise and the subsequent 4,000-share sale disclosed in the Form 4 filing for May 8, 2026.

Were the Valens Semiconductor (VLN) insider sales part of a Rule 10b5-1 trading plan?

Yes. The Form 4 footnotes state that the sales were effectuated under a Rule 10b5-1 trading plan adopted on August 16, 2024. Such pre-arranged plans allow insiders to sell shares according to a predetermined schedule, reducing discretion over trade timing.

Does the Valens Semiconductor (VLN) insider still hold stock options after this exercise?

Yes. Following the 4,000-option exercise, Chairman David still holds 83,695 stock options. These remaining options relate to ordinary shares and have an expiration date of June 9, 2031, according to the derivative transaction data in the Form 4 filing.