Nicol Ronald Lee

SEC source: 0000950170-23-069065 · ownership.xml · derivative · entry 1

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 4,400,000

Underlying: Common Stock · 4,400,000 shares

Expires 2028-12-06

F1 · derivative.exercise_price: Warrant to purchase shares of Nuburu, Inc. common stock, par value $0.0001 per share (the "Warrant"), was issued pursuant to a Note and Warrant Purchase Agreement dated as of November 13, 2023 (the "Purchase Agreement"). The exercise price is subject to adjustment pursuant to the terms of the Warrant.

F2 · price: The Warrant was issued pursuant to the Purchase Agreement in connection with the purchase of a secured promissory note as partial consideration for the secured promissory note. The total consideration paid by the reporting person pursuant to the Purchase Agreement was $1,000,000.

F3 · ownership.nature: The securities are held directly by Eunomia, LP. Mr. Nicol is the manager of Eunomia, LP and exercises voting and investment control over these securities.

SEC source: 0001209191-23-050640 · doc4.xml · derivative · entry 1

Nicol Ronald Lee · CIK 0001952798 · Director · Executive Chairman

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 2,160,000

Underlying: Common Stock · 2,160,000 shares

Expires 2033-09-25

F1 · derivative.exercise_date: The shares subject to this stock option are subject to service-based vesting requirements. 1/24th of the shares subject to the option shall vest and become exercisable each month following the Exercisable Date, such that 100% of the shares subject to this stock option will be vested October 25, 2025, subject to the Reporting Person remaining a service provider through each such vesting date.

SEC source: 0001209191-23-047978 · doc4.xml · derivative · entry 2

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 18,750

Underlying: Common Stock · 18,750 shares

Expires 2033-08-31

F2 · derivative.exercise_date: The shares subject to this stock option are subject to service-based vesting requirements. 1/12th of the shares subject to the option shall vest and become exercisable on the first day of each month following January 31, 2023 beginning on February 1, 2023 such that 100% of the shares subject to this stock option will be vested on January 1, 2024, subject to the Report Person remaining a service provider through each such vesting date.

SEC source: 0001209191-23-047978 · doc4.xml · derivative · entry 1

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 187,500

Underlying: Common Stock · 187,500 shares

Expires 2033-08-31

F1 · derivative.exercise_date: The shares subject to this stock option are subject to service-based vesting requirements. 1/12th of the shares subject to the option shall vest and become exercisable on the first day of each month following June 16, 2023 beginning on July 1, 2023 such that 100% of the shares subject to this stock option will be vested on June 1, 2024, subject to the Report Person remaining a service provider through each such vesting date.

SEC source: 0001209191-23-039321 · doc4.xml · derivative · entry 2

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 1,453,488

Underlying: Common Stock · 1,453,488 shares

Expires 2028-06-23

F3 · derivative.exercise_price: Subject to adjustment pursuant to the terms of the warrant to purchase shares of Nuburu common stock, par value $0.0001 per share (the "Warrant"), issued on June 23, 2023 pursuant to the Purchase Agreement.

F4 · price: The Warrant was issued pursuant to the Purchase Agreement in connection with the purchase of the Note as partial consideration for the Note.

F2 · ownership.nature: The securities are held directly by Eunomia, LP. Mr. Nicol is the manager of Eunomia, LP and exercises voting and investment control over these securities.

SEC source: 0001209191-23-039321 · doc4.xml · derivative · entry 1

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 1,453,488

Underlying: Common Stock · 1,453,488 shares

Expires 2026-06-23

F1 · derivative.exercise_price: The 7% convertible promissory note with an aggregate principal amount of $1,000,000 ("Note") was issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Note and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Note into shares of Nuburu common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Note, the "Conversion Price"). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum but it is not due and payable until the maturity date. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Note, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.

F1 · derivative.exercise_date: The 7% convertible promissory note with an aggregate principal amount of $1,000,000 ("Note") was issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Note and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Note into shares of Nuburu common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Note, the "Conversion Price"). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum but it is not due and payable until the maturity date. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Note, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.

F1 · derivative.expiration_date: The 7% convertible promissory note with an aggregate principal amount of $1,000,000 ("Note") was issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Note and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Note into shares of Nuburu common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Note, the "Conversion Price"). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum but it is not due and payable until the maturity date. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Note, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.

F1 · derivative.underlying_shares: The 7% convertible promissory note with an aggregate principal amount of $1,000,000 ("Note") was issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Note and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Note into shares of Nuburu common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Note, the "Conversion Price"). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum but it is not due and payable until the maturity date. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Note, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.

F1 · balance_after: The 7% convertible promissory note with an aggregate principal amount of $1,000,000 ("Note") was issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Note and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Note into shares of Nuburu common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Note, the "Conversion Price"). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum but it is not due and payable until the maturity date. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Note, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.

F2 · ownership.nature: The securities are held directly by Eunomia, LP. Mr. Nicol is the manager of Eunomia, LP and exercises voting and investment control over these securities.

SEC source: 0001209191-23-024998 · doc4.xml · nonDerivative · entry 1

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 170,696

F1 · shares: The reported securities are RSUs that entitle the Reporting Person to receive one share of Common Stock per RSU upon vesting. A total of one-eighth (1/8th) of the shares subject to this grant become vested on each Quarterly Vesting Date following the Vesting Commencement Date, subject to the Reporting Person remaining a service provider through each such vesting date. "Vesting Commencement Date" shall mean January 31, 2023. "Quarterly Vesting Date" shall mean each of January 31, April 30, July 31, and October 31.

F2 · balance_after: Includes 25,000 shares granted as RSUs. As of the transaction date, zero RSUs have vested.

SEC source: 0000899243-23-003770 · doc4.xml · derivative · entry 4

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 515,393

Underlying: Common Stock · 515,393 shares

Expires 2032-04-08

F1 · kind: Consists of securities acquired in connection with the transactions consummated on January 31, 2023 pursuant to that certain Business Combination Agreement, dated August 5, 2022 (as it has been and may be amended, supplemented or otherwise modified from time to time, the "Business Combination Agreement"), by and among Nuburu, Inc. (f/k/a Tailwind Acquisition Corp.) (the "Issuer"), Compass Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Nuburu Subsidiary, Inc. ("Legacy Nuburu"), pursuant to which Merger Sub merged with and into Legacy Nuburu, with Legacy Nuburu as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination").

F8 · price: In connection with the closing of the Business Combination, each outstanding option to purchase shares of Legacy Nuburu, whether vested or unvested, was exchanged for comparable options to purchase Common Stock based on the Common Stock Exchange Ratio.

F7 · derivative.exercise_date: 1/4th of the shares subject to the option vested and became exercisable on the Exercisable Date set forth above, and 1/48th vested or will vest each month thereafter on the same day of the month subject to Mr. Nicol continuing to serve as a service provider to the Issuer through the applicable vesting date.

SEC source: 0000899243-23-003770 · doc4.xml · derivative · entry 3

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 121,308

Underlying: Common Stock · 242,616 shares

Expires not disclosed

F4 · derivative.exercise_price: The Series A Preferred Stock, par value $0.0001 per share, of the Issuer ("Preferred Stock") is convertible into shares of Common Stock at a conversion rate equal to $10.00 (subject to equitable adjustment in the event of a stock split, stock consolidation, subdivision or certain other events of a similar nature that increase or decrease the number of shares of Preferred Stock outstanding) divided by the lesser of (i) $11.50 and (ii) the greater of (x) 115% of the lowest volume weighted average price per share of Common Stock as displayed under the heading Bloomberg VWAP for any consecutive ninety-trading day period prior to the calculation of such VWAP and (y) $5.00, in each case subject to adjustment as set forth in the Certificate of Designations of the Preferred Stock (the "Certificate of Designations").

F1 · kind: Consists of securities acquired in connection with the transactions consummated on January 31, 2023 pursuant to that certain Business Combination Agreement, dated August 5, 2022 (as it has been and may be amended, supplemented or otherwise modified from time to time, the "Business Combination Agreement"), by and among Nuburu, Inc. (f/k/a Tailwind Acquisition Corp.) (the "Issuer"), Compass Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Nuburu Subsidiary, Inc. ("Legacy Nuburu"), pursuant to which Merger Sub merged with and into Legacy Nuburu, with Legacy Nuburu as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination").

F5 · shares: Consists of shares of Preferred Stock that were issued to certain holders of record of Common Stock as of the close of business on the closing date of the Business Combination, with one share of Preferred Stock issued in respect of each share of Common Stock.

F5 · price: Consists of shares of Preferred Stock that were issued to certain holders of record of Common Stock as of the close of business on the closing date of the Business Combination, with one share of Preferred Stock issued in respect of each share of Common Stock.

F6 · derivative.expiration_date: The Preferred Stock has no expiration date. Pursuant to the Certificate of Designations and subject to certain limitations detailed therein, on January 31, 2025, the Issuer is required to either redeem the Preferred Stock for cash or convert the Preferred Stock to shares of Common Stock.

SEC source: 0000899243-23-003770 · doc4.xml · nonDerivative · entry 2

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 121,308

F1 · kind: Consists of securities acquired in connection with the transactions consummated on January 31, 2023 pursuant to that certain Business Combination Agreement, dated August 5, 2022 (as it has been and may be amended, supplemented or otherwise modified from time to time, the "Business Combination Agreement"), by and among Nuburu, Inc. (f/k/a Tailwind Acquisition Corp.) (the "Issuer"), Compass Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Nuburu Subsidiary, Inc. ("Legacy Nuburu"), pursuant to which Merger Sub merged with and into Legacy Nuburu, with Legacy Nuburu as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination").

F2 · price: In connection with the closing of the Business Combination, each share of Legacy Nuburu common stock issued and outstanding immediately prior to the effective time of the merger was canceled and converted into the right to receive the number of shares of common stock, par value $0.0001, per share of the Issuer (the "Common Stock") of the Issuer equal to an exchange ratio calculated at closing (the "Common Stock Exchange Ratio").

F3 · ownership.nature: The shares are held directly by Eunomia, LP. Mr. Nicol is the manager of Eunomia, LP and exercises voting and investment control over these shares. Mr. Nicol claims beneficial ownership of these shares.

SEC source: 0000899243-23-003770 · doc4.xml · nonDerivative · entry 1

Nicol Ronald Lee · CIK 0001952798 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 145,696

F1 · kind: Consists of securities acquired in connection with the transactions consummated on January 31, 2023 pursuant to that certain Business Combination Agreement, dated August 5, 2022 (as it has been and may be amended, supplemented or otherwise modified from time to time, the "Business Combination Agreement"), by and among Nuburu, Inc. (f/k/a Tailwind Acquisition Corp.) (the "Issuer"), Compass Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Nuburu Subsidiary, Inc. ("Legacy Nuburu"), pursuant to which Merger Sub merged with and into Legacy Nuburu, with Legacy Nuburu as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination").

F2 · price: In connection with the closing of the Business Combination, each share of Legacy Nuburu common stock issued and outstanding immediately prior to the effective time of the merger was canceled and converted into the right to receive the number of shares of common stock, par value $0.0001, per share of the Issuer (the "Common Stock") of the Issuer equal to an exchange ratio calculated at closing (the "Common Stock Exchange Ratio").