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

Estimated average burden
OMB Number:			3235-0287
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).

1. Name and Address of Reporting Person^*

AEG Holdings, LLC

(Last)

(First)

(Middle)

9800 WILSHIRE BLVD.

(Street)

BEVERLY HILLS

90212

(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)
02/11/2021

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

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

	Form filed by One Reporting Person
X	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)
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)
Class A Common Stock	05/18/2021		J		758,425	D	⁽¹⁾	1,252,574	I	See Footnotes⁽²⁾⁽¹²⁾
Class A Common Stock	05/18/2021		J		122,534	A	⁽³⁾	122,534	I	See Footnotes⁽³⁾⁽¹²⁾
Class A Common Stock	05/18/2021		J		98,145	A	⁽⁴⁾	98,145	I	See Footnotes⁽⁴⁾⁽¹²⁾
Class A Common Stock	05/31/2021		J		6,001,119	D	⁽⁵⁾	2,931,381	I	See Footnotes⁽⁶⁾⁽¹²⁾
Class A Common Stock	05/31/2021		J		30,000	A	⁽⁷⁾	152,534	I	See Footnotes⁽⁷⁾⁽¹²⁾
Class A Common Stock	05/31/2021		J		150,000	A	⁽⁸⁾	248,145	I	See Footnotes⁽⁸⁾⁽¹²⁾
Class A Common Stock	05/31/2021		J		150,000	A	⁽⁹⁾	150,000	I	See Footnotes⁽⁹⁾⁽¹²⁾

**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)
Warrants to Purchase Shares of Class A Common Stock	$11.5	02/11/2021		J⁽¹⁰⁾			3,333,333	01/02/2021	12/02/2025	Class A Common Stock	3,333,333	⁽¹⁰⁾	0	I	See Footnotes⁽⁶⁾⁽¹²⁾
Warrants to Purchase Shares of Class A Common Stock	$11.5	02/11/2021		J⁽¹¹⁾		1,386,325		01/02/2021	12/02/2025	Class A Common Stock	1,386,325	⁽¹¹⁾	1,386,325	I	See Footnotes⁽²⁾⁽¹²⁾

1. Name and Address of Reporting Person^*

AEG Holdings, LLC

(Last)

(First)

(Middle)

9800 WILSHIRE BLVD.

(Street)

BEVERLY HILLS

90212

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Gores Alec E

(Last)

(First)

(Middle)

6260 LOOKOUT ROAD

(Street)

BOULDER

80301

(City)

(State)

(Zip)

Explanation of Responses:

1. On May 18, 2021, AEG Holdings, LLC ("AEG") made an in-kind distribution of shares of Class A common stock, par value $0.0001 per share ("Class A Shares") of Luminar Technologies, Inc. (the "Issuer") to each of four trusts that are members of AEG pro rata in accordance with their respective pecuniary interests therein. The receipt of such Class A Shares was exempt pursuant to Rule 16a-13 ("Rule 16a-13") under the Securities Exchange Act of 1934, as amended.

2. The securities reported in this transaction are held of record by AEG. Alec Gores is the managing member of AEG. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by AEG.

3. The NBI Irrevocable Trust No. 4, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, received 122,534 of the Class A Shares distributed by AEG in the distribution described in footnote 1 above. The receipt of such Class A Shares was exempt pursuant to Rule 16a-13.

4. The NBI Irrevocable Trust No. 5, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, received 98,145 of the Class A Shares distributed by AEG in the distribution described in footnote 1 above. The receipt of such Class A Shares was exempt pursuant to Rule 16a-13.

5. On May 31, 2021, GM Sponsor, LLC ("GM") made an in-kind distribution of shares of Class A Shares to each of its members pro rata in accordance with their respective pecuniary interests therein. The receipt of such shares was exempt pursuant to Rule 16a-13.

6. The securities reported in this transaction are held of record by GM. AEG is the managing member of GM. Alec Gores is the managing member of AEG (Mr. Gores, together with GM and AEG, the "Reporting Persons"). As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by GM and AEG.

7. The NBI Irrevocable Trust No. 4, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, received 30,000 of the Class A Shares distributed by GM in the distribution described in footnote 1 above. The receipt of such Class A Shares was exempt pursuant to Rule 16a-13.

8. The NBI Irrevocable Trust No. 5, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, received 150,000 of the Class A Shares distributed by GM in the distribution described in footnote 1 above. The receipt of such Class A Shares was exempt pursuant to Rule 16a-13.

9. The NBI Irrevocable Trust No. 6, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, received 150,000 of the Class A Shares distributed by GM in the distribution described in footnote 1 above. The receipt of such Class A Shares was exempt pursuant to Rule 16a-13.

10. On February 21, 2021, GM made an in-kind distribution of such warrants to each of its members pro rata in accordance with their respective pecuniary interests therein immediately prior to the Issuer's initial business combination. The receipt of such warrants was exempt pursuant to Rule 16a-13.

11. AEG received 1,386,325 of the warrants distributed by GM in the distribution described in footnote 10 above. The receipt of such warrants was exempt pursuant to Rule 16a-13.

12. Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:

	By: /s/ Andrew McBride, Attorney-in-Fact for AEG Holdings, LLC	06/08/2021
	By: /s/ Andrew McBride, Attorney-in-Fact for Alec Gores	06/08/2021
	** 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.