Form S-8 POS Luminar Technologies,
As filed with the Securities and Exchange Commission on March 23, 2026
Registration No. 333-253658
Registration No. 333-265752
Registration No. 333-272575
Registration No. 333-272577
Registration No. 333-280049
Registration No. 333-286311
Registration No. 333-289003
Registration No. 333-289005
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1 to
Form S-8 Registration Statement File No. 333-253658
Form S-8 Registration Statement File No. 333-265752
Form S-8 Registration Statement File No. 333-272575
Form S-8 Registration Statement File No. 333-272577
Form S-8 Registration Statement File No. 333-280049
Form S-8 Registration Statement File No. 333-286311
Form S-8 Registration Statement File No. 333-289003
Form S-8 Registration Statement File No. 333-289005
Under
The Securities Act of 1933
Luminar Technologies, Inc.
(Exact name of the registrant as specified in its charter)
Luminar Technologies, Inc. 2015 Stock Plan
Luminar Technologies, Inc. 2020 Equity Incentive Plan, as amended and restated
Luminar Technologies, Inc. 2020 Employee Stock Purchase Plan
Luminar Technologies, Inc. Management Longer Term Equity Incentive Plan
Luminar 401(k) of Luminar Technologies, Inc.
Non-Plan Inducement Restricted Stock Unit Award – Time-Based Vesting, Fully Vested, and Performance-Based Vesting
(Full titles of plans)
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Delaware
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83-1804317
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|
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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151 Gibraltar Court
Sunnyvale, California
(Address of principal executive offices)
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Paul Ricci
151 Gibraltar Court
Sunnyvale, California 94089
(Name and address agent for service)
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94089
(Zip Code)
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(800) 532-2417
(Telephone number, including area code, of agent for service)
Copies to:
Weil, Gotshal & Manges LLP
767 5th Ave
New York, NY 10153
(212) 310-8000
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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☒
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Smaller reporting company
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☒
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to
Section 7(a)(2)(B) of the Securities Act. ☐
DEREGISTRATION OF UNSOLD SECURITIES
This Post-Effective Amendment No. 1 (this “Post-Effective Amendment”), filed by Luminar Technologies, Inc. a Delaware corporation (the “Registrant”), relates to each of the
following Registration Statements on Form S-8 previously filed by the Registrant (collectively, the “Registration Statements”) with the Securities and Exchange Commission (the “SEC”):
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Registration
No.
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Date Filed With
the SEC
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Name of Equity Plan
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Number of Shares of Class A
Common Stock Originally
Registered
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333-253658
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02/26/2021
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Luminar Technologies, Inc. 2015 Stock Plan
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16,224,474*
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333-253658
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02/26/2021
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Luminar Technologies, Inc. 2020 Equity Incentive Plan
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36,588,278*
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333-253658
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02/26/2021
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Luminar Technologies, Inc. 2020 Employee Stock Purchase Plan
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7,317,655*
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333-253658
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02/26/2021
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Luminar Technologies, Inc. Management Longer Term Equity Incentive Plan
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25,818,749*
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333-265752
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06/22/2022
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Luminar Technologies, Inc. Amended and Restated 2020 Equity Incentive Plan
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36,000,000*
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333-272575
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06/09/2023
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Luminar 401(k) of Luminar Technologies, Inc.
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1,500,000*
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333-272577
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06/09/2023
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Luminar Technologies, Inc. Amended and Restated 2020 Equity Incentive Plan
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18,358,365*
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333-280049
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06/07/2024
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Luminar Technologies, Inc. Amended and Restated 2020 Equity Incentive Plan
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40,991,566*
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333-286311
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04/01/2025
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Luminar Technologies, Inc. Amended and Restated 2020 Equity Incentive Plan
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2,073,584
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333-289003
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07/28/2025
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Non-Plan Inducement Restricted Stock Unit Award – Time-Based Vesting, Fully Vested, and Performance-Based Vesting
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2,109,546
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333-289005
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07/28/2025
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Luminar Technologies, Inc. Amended and Restated 2020 Equity Incentive Plan
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2,500,000
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*The number of shares of Class A common stock originally registered have not been adjusted to reflect the one-for-fifteen (1-for-15) reverse stock split that became effective on November 20, 2024.
In connection with filing for voluntary petitions for relief under chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of
Delaware on December 15, 2025, the Registrant is terminating all offerings of its securities pursuant to existing registration statements under the Securities Act of 1933, including the Registration Statements.
Pursuant to the undertaking made by the Registrant in the Registration Statements to remove from registration by means of a post-effective amendment any of the securities that had
been registered for issuance that remain unsold at the termination of the offering, the Registrant is filing this Post-Effective Amendment to terminate the effectiveness of such Registration Statements and to deregister, as of the effectiveness of
this Post-Effective Amendment, any and all shares of Class A common stock of the Registrant registered thereunder that remain unsold as of the effectiveness date. As a result of this deregistration and upon the effectiveness of this Post-Effective
Amendment, no securities will remain registered pursuant to the Registration Statements.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing
on Form S-8 and has duly caused this Post-Effective Amendment to the Registration Statements to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Sunnyvale, State of California, on March 23, 2026.
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LUMINAR TECHNOLOGIES, INC.
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By: /s/ Alexander Fishkin
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Name: Alexander Fishkin
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Title: Chief Legal Officer
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Note: No other person is required to sign this Post-Effective Amendment in reliance upon Rule 478 under the Securities Act of 1933.
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