SEC FORM 4 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
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Heng Jun Hong

(Last) (First) (Middle)
C/O LUMINAR TECHNOLOGIES, INC.
2603 DISCOVERY DRIVE, SUITE 100

(Street)
ORLANDO FL 32826

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Luminar Technologies, Inc./DE [ LAZR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Class A common stock 03/09/2022 S 35,933 D $13.5045(1) 1,568,022 I By Press Room LLC(3)
Class A common stock 03/10/2022 J(4) 2,002 A $0 1,570,024 I By Press Room LLC(3)
Class A common stock 03/10/2022 J(5)(6) 28,110 A $0 360,012 I By Heng Zhao JT Revocable Trust
Class A common stock 03/09/2022 J(7) 32,598 A $0 74,010 I By Crescent Cove Luminar SPV, LLC(2)
Class A common stock 03/09/2022 J(7) 13,458 D $0 60,552 I By Crescent Cove Luminar SPV, LLC(2)
Class A common stock 03/09/2022 S 25,510 D $13.2287 35,042 I By Crescent Cove Luminar SPV, LLC(2)
Class A common stock 03/10/2022 J(8) 9,466 D $0 25,576 I By Crescent Cove Luminar SPV, LLC(2)
Class A common stock 03/10/2022 S 25,576 D $13.1984 0 I By Crescent Cove Luminar SPV, LLC(2)
Class A common stock 03/09/2022 J(9) 19,056 A $0 36,074 I By Crescent Cove Capital LP(2)
Class A common stock 03/09/2022 S 12,409 D $13.2287 23,665 I By Crescent Cove Capital LP(2)
Class A common stock 03/10/2022 J(10) 11,223 D $0 12,442 I By Crescent Cove Capital LP(2)
Class A common stock 03/10/2022 S 12,442 D $13.1984 0 I By Crescent Cove Capital LP(2)
Class A common stock 03/09/2022 J(15) 32,598 D $0 110,825 I By CC Holdings IV, LLC(2)
Class A common stock 03/09/2022 S 47,920 D $13.2287 62,905 I By CC Holdings IV, LLC(2)
Class A common stock 03/10/2022 J(16) 14,868 D $0 48,037 I By CC Holdings IV, LLC(2)
Class A common stock 03/10/2022 S 48,037 D $13.1984 0 I By CC Holdings IV, LLC(2)
Class A common stock 03/09/2022 J(17) 31,611 A $0 885,606 I By Crescent Cove Capital II LP(2)
Class A common stock 03/09/2022 J(11) 35,577 A $0 711,012 I By Crescent Cove Opportunity Fund LP(2)
Class A common stock 03/09/2022 J(18) 7,107 D $0 703,905 I By Crescent Cove Opportunity Fund LP(2)
Class A common stock 03/09/2022 J(13) 37,209 D $0 2,921 I By CC Holdings I LLC(2)
Class A common stock 03/09/2022 J(13) 7,107 A $0 10,028 I By CC Holdings I LLC(2)
Class A common stock 03/09/2022 S 4,308 D $13.2287 5,720 I By CC Holdings I LLC(2)
Class A common stock 03/10/2022 J(14) 1,401 D $0 4,319 I By CC Holdings I LLC(2)
Class A common stock 03/10/2022 S 4,319 D $13.1984 0 I By CC Holdings I LLC(2)
Class A common stock 03/10/2022 J(6) 7,107 D $0 0 I By CC Holdings IX Co-Invest Fund, LP(2)
Class A common stock 03/09/2022 S 16,853 D $13.2287 17,933 I By Crescent Cove LTI-SPV, LP(2)
Class A common stock 03/10/2022 S 16,897 D $13.1984 1,036 I By Crescent Cove LTI-SPV, LP(2)
Class A common stock 03/10/2022 J(19) 1,036 D $0 0 I By Crescent Cove LTI-SPV, LP(2)
Class A common stock 03/09/2022 J(12) 35,577 D $0 227,128 I By Crescent Cove Opportunity Foreign Intermediary, LLC(2)
Class A common stock 18,559 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.50 to $13.54, inclusive. The reporting person undertakes to provide to Luminar Technologies, Inc., any security holder of Luminar Technologies, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
2. Crescent Cove Capital GP, LLC, Crescent Cove Capital II GP, LLC, and Crescent Cove Opportunity GP, LP (collectively "General Partner") are the general partners of the Crescent Cove entities. Crescent Cove Capital Management, LLC and Crescent Cove Advisors, LP (collectively "Investment Manager") are the investment managers of the Crescent Cove entities. Mr. Heng is the managing member of the General Partner and the Investment Manager of the Crescent Cove entities, and therefore, may be deemed to hold voting and dispositive power over the shares held by the Crescent Cove entities.
3. The reporting person manages Press Room LLC and may be deemed to hold voting and dispositive power over the shares held by Press Room LLC. The reporting person disclaims beneficial ownership of the shares held by Press Room LLC.
4. On March 10, 2022, Press Room LLC received the following shares from the following entities in a distribution from such entities for no consideration: 254 shares from CC Holdings IV, LLC; 748 shares from Crescent Cove Luminar SPV, LLC; 664 shares from CC Holdings I LLC; and 336 shares from Crescent Cove Capital LP.
5. On March 10, 2022, Heng Zhao JT Revocable Trust received the following shares from the following entities in distributions from such entities for no consideration: 6,584 shares from the general partner of CC Holdings IV LLC; 7,855 shares from the general partner of Crescent Cove Luminar SPV, LLC; 664 shares from the general partner of CC Holdings I LLC; 10,474 shares from the general partner of Crescent Cove Capital LP; 1,191 shares from Crescent Cove Capital II LP; 642 shares from CC Holdings IX Co-Invest Fund, LP; 700 shares from the general partner of Crescent Cove LTI-SPV, LP.
6. On March 10, 2022, CC Holdings IX Co-Invest Fund, LP distributed 7,107 shares pro rata to its investors for no consideration. In such distribution Heng Zhao JT Revocable Trust received 642 shares.
7. On March 9, 2022, Crescent Cove Luminar SPV, LLC received a distribution of 32,598 shares from CC Holdings IV LLC for no consideration. On March 9, 2022 Crescent Cove Luminar SPV, LLC distributed 13,458 shares to Crescent Cove Capital LP for no consideration.
8. On March 10, 2022, Crescent Cove Luminar SPV, LLC distributed 8,718 shares to its general partner for no consideration and 748 shares to Press Room LLC for no consideration.
9. On March 9, 2022, Crescent Cove Capital LP received (i) 5,598 shares from CC Holdings I LLC in a distribution for no consideration; and (ii) 13,458 shares from CC Luminar SPV, LLC for no consideration.
10. On March 10, 2022, Crescent Cove Capital LP distributed 10,887 shares to its general partner for no consideration and distributed 336 shares transfer to Press Room LLC for no consideration.
11. On March 9, 2022, Crescent Cove Opportunity Fund LP received 35,577 shares from Crescent Cove Opportunity Foreign Intermediary, LLC for no consideration. On March 9, 2022, Crescent Cove Opportunity Fund LP distributed 7,107 shares to CC Holdings I LLC for no consideration.
12. On March 9, 2022, Crescent Cove Opportunity Foreign Intermediary, LLC distributed 35,577 shares to Crescent Cove Opportunity Fund LP for no consideration.
13. On March 9, 2022, CC Holdings I LLC distributed (i) 5,598 shares to Crescent Cove Capital LP for no consideration; and (ii) 31,611 shares to Crescent Cove Capital II LP for no consideration. On March 9, 2022 CC Holdings I LLC received 7,107 shares from Crescent Cove Opportunity Fund LP for no consideration.
14. On March 10, 2022, CC Holdings I LLC distributed (i) 737 shares transfer to its general partner for no consideration; and (ii) 664 shares to Press Room LLC for no consideration.
15. On March 9, 2022, CC Holdings IV LLC distributed 32,598 shares to Crescent Cove Luminar SPV, LLC for no consideration.
16. On March 10, 2022, CC Holdings IV LLC distributed 14,614 shares to its general partner for no consideration and distributed 254 shares to Press Room LLC for no consideration.
17. On March 9, 2022, Crescent Cove Capital II LP received 31,611 shares in a distribution from CC Holdings I LLC for no consideration.
18. On March 9, 2002, Crescent Cove Opportunity Fund LP distributed 7,107 shares to CC Holdings I LLC for no consideration.
19. On March 10, 2022, Crescent Cove LTI-SPV, LP distributed 1,036 shares to its general partner for no consideration.
/s/ Jun Hong Heng 03/11/2022
** 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).
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