Form 4/A AEye, Inc. For: Sep 14 Filed by: HSIEH Wen Hsuan

September 17, 2021 8:59 PM EDT

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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 *
HSIEH Wen Hsuan

(Last) (First) (Middle)
C/O 1 PARK PLACE, SUITE 200

(Street)
DUBLIN CA 94568

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AEye, Inc. [ LIDR ]
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)
09/14/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
09/16/2021
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
Common Stock 09/14/2021   A   42,322 (1) A $ 0 42,322 D  
Common Stock               16,300,697 I (2) (3) By KPCB Holdings, Inc.
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. Represents RSUs that, subject to the Reporting Person's continued service to the Issuer, 42,322 of such RSUs vest as follows: 1/3 will vest on each of September 14, 2022, September 14, 2023 and September 14, 2024.
2. All shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee" for the following accounts: 13,405,167 shares of our common stock held by Kleiner Perkins Caufield & Byers XVI, LLC ("KPCB XVI"), 458,898 shares held by KPCB XVI Founders Fund, LLC ("XVI Founders"), 2,362,303 shares held by Kleiner Perkins Caufield & Byers XIX, LLC ("KPCB XIX"), 22,179 shares held by Kleiner Perkins XIX Friends, LLC ("XIX Friends") and 52,150 shares held by KPCB XIX Founders Fund, LLC ("XIX Founders"). The managing member of KPCB XVI and XVI Founders is KPCB XVI Associates, LLC ("KPCB XVI Associates").
3. The Reporting person is a managing member of KPCB XVI Associates, and together with the other managing members of KPCB XVI Associates, exercises shared voting and dispositive control over the shares held by KPCB XVI and XVI Founders. The Reporting Person disclaims beneficial ownership of all shares held by KPCB XVI and XVI Founders except to the extent of his pecuniary interest therein. The managing member of KPCB XIX, XIX Friends and XIX Founders is KPCB XIX Associates, LLC ("KPCB XIX Associates"). The Reporting Person is a managing member of KPCB XIX Associates, together with other managing members. KPCB XIX Associates, exercises shared voting and dispositive control over the shares held by KPCB XIX, XIX Friends and XIX Founders. The Reporting Person disclaims beneficial ownership of all shares held by KPCB XIX, XIX Friends and XIX Founders except to the extent of his pecuniary interest therein.
/s/ Wen Hsuan Hsieh 09/17/2021
** 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.


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