Hamer Andrew

SEC source: 0001415889-24-005528 · form4-02272024_090234.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CHIEF FINANCIAL OFFICER

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 250,565

F1 · shares: Represents restricted stock units ("RSUs") granted pursuant to the 2021 Equity Incentive Plan, which can only be settled with shares of common stock. 25% of the award vests on February 23, 2025, and 1/12 of the award vests on each quarterly vesting date thereafter beginning May 20, 2025, subject to continued service through the applicable vesting date.

SEC source: 0001209191-23-056488 · doc4.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 949,570

F1 · kind: In an exempt disposition to the Issuer under Rule 16b-3(e), the Reporting Person remitted shares to the Issuer in connection with the satisfaction of tax withholding obligations arising out of the vesting of restricted stock units, or RSUs.

F2 · balance_after: Includes shares represented by RSUs, of which 26,711 settled on November 20, 2023 and were then reduced by the 9,237 shares withheld for taxes as reported on this Form 4.

SEC source: 0001209191-23-059004 · doc4a.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 150,565

F1 · kind: In an exempt disposition to the Issuer under Rule 16b-3(e), the Reporting Person remitted shares to the Issuer in connection with the satisfaction of tax withholding obligations arising out of the vesting of restricted stock units, or RSUs.

F2 · balance_after: Includes shares represented by RSUs, of which 26,711 settled on November 20, 2023 and were then reduced by the 9,237 shares withheld for taxes as reported on this Form 4.

F3 · balance_after: This Form 4/A amends the Form 4 originally filed on November 22, 2023 solely to correct the amount reported in Table I, Column 5. Due to an administrative error, the amount reported on the original Form 4 was not adjusted to reflect the issuer's 1-for-6 reverse stock split completed on July 5, 2023 ("Reverse Stock Split"). The reported number of shares has been adjusted to reflect the impact of the Reverse Stock Split.

SEC source: 0001209191-23-022404 · doc4.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 958,807

F2 · price: The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares purchased. These shares were purchased in multiple transactions at prices ranging from $0.4729 to $0.4780, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein.

SEC source: 0001209191-23-022404 · doc4.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 926,807

F1 · price: The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares purchased. These shares were purchased in multiple transactions at prices ranging from $0.4755 to $0.4899, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein.

SEC source: 0001209191-23-021734 · doc4.xml · derivative · entry 2

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 410,914

Underlying: Common Stock · 410,914 shares

Expires 2023-03-29

F2 · derivative.exercise_date: 25% of the shares subject to the Option will vest on March 29, 2024, and then 1/12 of the shares subject to the Option vest on each quarterly vesting date thereafter, subject to the reporting person's continued service to the Issuer through such date.

SEC source: 0001209191-23-021734 · doc4.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 908,807

F1 · shares: Represents restricted stock units ("RSUs") granted pursuant to the 2021 Equity Incentive Plan (the "Plan") which can only be settled with shares of common stock. 25% of the award will vest on March 29, 2024, and then 1/12 of the award vest on each quarterly vesting date thereafter, subject to the reporting person's continued service to the Issuer through such date.

SEC source: 0001209191-23-021948 · doc4.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 918,807

F1 · price: The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares purchased. These shares were purchased in multiple transactions at prices ranging from $0.4504 to $0.4603, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein.

SEC source: 0001209191-22-058489 · doc4.xml · derivative · entry 2

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 986,842

Underlying: Common Stock · 986,842 shares

Expires 2032-11-19

F2 · derivative.exercise_date: 25% of the shares subject to the option vests on the first anniversary of the Grant Date, and 1/12 of the award vests on each Quarterly Vesting Date thereafter, subject to continued service. Quarterly Vesting Date means each of: March 29, May 20, August 20 and November 20. subject to the Reporting Person's continued service to the Issuer through such date.

SEC source: 0001209191-22-058489 · doc4.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 641,026

F1 · shares: Represents restricted stock units ("RSUs") granted pursuant to the 2021 Equity Incentive Plan (the "Plan") which can only be settled with shares of common stock. 25% of the award vests on the first anniversary of the Grant Date, and 1/12 of the award vests on each Quarterly Vesting Date thereafter, subject to continued service. Quarterly Vesting Date means each of: March 29, May 20, August 20 and November 20, subject to the Reporting Person's continued service to the Issuer through such date.

SEC source: 0001628280-22-016897 · wf-form4_165490086867483.xml · nonDerivative · entry 3

Hamer Andrew · CIK 0001348459 · Former CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 161,146

F4 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of restricted stock awards. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-016897 · wf-form4_165490086867483.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · Former CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 164,618

F3 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-016897 · wf-form4_165490086867483.xml · derivative · entry 4

Hamer Andrew · CIK 0001348459 · Former CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 51,931

Underlying: Common Stock · 56,652 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · security: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F5 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F5 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F5 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

SEC source: 0001628280-22-016897 · wf-form4_165490086867483.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · Former CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 166,371

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on June 8, 2022.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on June 8, 2022.

F2 · balance_after: Includes 4,980 shares acquired under the VLDR 2020 Employee Stock Purchase Plan on May 31, 2022. This transaction is exempt pursuant to Rule 16b-3(c).

SEC source: 0001628280-22-014366 · wf-form4_165247547405270.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 995,074

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-014366 · wf-form4_165247547405270.xml · derivative · entry 4

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 24,232

Underlying: Common Stock · 29,078 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · security: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

F5 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

F5 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

F5 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

SEC source: 0001628280-22-014366 · wf-form4_165247547405270.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,673

Underlying: Common Stock · 4,591 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · security: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F4 · derivative.exercise_price: The RSUs were received in exchange for 5,000 restricted stock units in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

F4 · derivative.exercise_date: The RSUs were received in exchange for 5,000 restricted stock units in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

F4 · derivative.expiration_date: The RSUs were received in exchange for 5,000 restricted stock units in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

SEC source: 0001628280-22-014366 · wf-form4_165247547405270.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 997,144

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on May 11, 2022.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on May 11, 2022.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · derivative · entry 7

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,500

Underlying: Common Stock · 30,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F8 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after January 25, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

F8 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after January 25, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

F8 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after January 25, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · derivative · entry 6

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 39,172

Underlying: Common Stock · 44,068 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F7 · derivative.exercise_date: The RSUs were received in exchange for 26,667 RSUs in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one (1) share of Common Stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of March 11, 2020 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

F7 · derivative.expiration_date: The RSUs were received in exchange for 26,667 RSUs in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one (1) share of Common Stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of March 11, 2020 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · derivative · entry 5

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 47,740

Underlying: Common Stock · 59,675 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F6 · derivative.exercise_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of Common Stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 3, 2019 and with respect to six-and-one quarter percent (6.25%) of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

F6 · derivative.expiration_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of Common Stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 3, 2019 and with respect to six-and-one quarter percent (6.25%) of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · nonDerivative · entry 4

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 991,380

F4 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · nonDerivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 998,322

F3 · kind: Represents the maximum number of shares of restricted stock that will vest and become non-forfeitable if certain performance goals are satisfied and the Reporting Person remains in continuous service through the applicable vesting dates, whereby, if the maximum goals are achieved, 1/3 of the shares will vest if the Reporting Person remains in service through February 28, 2023 (or, if later, the date the performance goals are certified) the remaining shares will vest in two equal installments if the Reporting Person remains in continuous service through February 28, 2024 and February 28, 2025.

F3 · price: Represents the maximum number of shares of restricted stock that will vest and become non-forfeitable if certain performance goals are satisfied and the Reporting Person remains in continuous service through the applicable vesting dates, whereby, if the maximum goals are achieved, 1/3 of the shares will vest if the Reporting Person remains in service through February 28, 2023 (or, if later, the date the performance goals are certified) the remaining shares will vest in two equal installments if the Reporting Person remains in continuous service through February 28, 2024 and February 28, 2025.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 300,172

F2 · kind: Represents shares of restricted stock that will vest and become non-forfeitable subject to the Reporting Person's continuous service, whereby 6.25% of the shares will vest if the Reporting Person remains in continuous service through May 28, 2022 and an additional 6.25% of the shares will vest if the Reporting Person remains in continuous service for each successive three-month period thereafter.

F2 · price: Represents shares of restricted stock that will vest and become non-forfeitable subject to the Reporting Person's continuous service, whereby 6.25% of the shares will vest if the Reporting Person remains in continuous service through May 28, 2022 and an additional 6.25% of the shares will vest if the Reporting Person remains in continuous service for each successive three-month period thereafter.

SEC source: 0001628280-22-009398 · wf-form4_165005908536948.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 150,568

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on April 13, 2022.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on April 13, 2022.

SEC source: 0001628280-22-005959 · wf-form4_164703870676855.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 131,237

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-005959 · wf-form4_164703870676855.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 56,652

Underlying: Common Stock · 61,373 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · security: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F3 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F3 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F3 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSUs shall vest with respect to 25% of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

SEC source: 0001628280-22-005959 · wf-form4_164703870676855.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 132,921

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on March 9, 2022.

F2 · balance_after: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-002355 · wf-form4_164461588765329.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 128,200

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

F3 · price: Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $4.018672 to $4.018889. The reporting person has provided to the issuer, and undertakes to provide to the staff of the Commission or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range.

SEC source: 0001628280-22-002355 · wf-form4_164461588765329.xml · derivative · entry 4

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,078

Underlying: Common Stock · 33,924 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · security: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

F6 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

F6 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

F6 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one (1) share of Common Stock for each RSU. The RSU shall vest over a two (2) year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the Issuer.

SEC source: 0001628280-22-002355 · wf-form4_164461588765329.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,591

Underlying: Common Stock · 5,509 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · security: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F4 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F5 · derivative.exercise_date: The RSUs were received in exchange for 5,000 restricted stock units in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

F5 · derivative.expiration_date: The RSUs were received in exchange for 5,000 restricted stock units in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

SEC source: 0001628280-22-002355 · wf-form4_164461588765329.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 130,195

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on February 9, 2022.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on February 9, 2022.

SEC source: 0001628280-22-000953 · wf-form4_164219590983269.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 59,675

Underlying: Common Stock · 71,610 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · security: The Reporting Person received Restricted Stock Units ("RSUs") in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F3 · derivative.exercise_price: The Reporting Person received Restricted Stock Units ("RSUs") in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F4 · derivative.exercise_date: The Restricted Stock Units ("RSUs") were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of Common Stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 3, 2019 and with respect to six-and-one quarter percent (6.25%) of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

F4 · derivative.expiration_date: The Restricted Stock Units ("RSUs") were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of Common Stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 3, 2019 and with respect to six-and-one quarter percent (6.25%) of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

SEC source: 0001628280-22-000953 · wf-form4_164219590983269.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 124,431

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-000953 · wf-form4_164219590983269.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 129,359

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on January 12, 2022.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on January 12, 2022.

SEC source: 0001628280-22-000088 · wf-form4_164124536338610.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 117,424

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-22-000088 · wf-form4_164124536338610.xml · derivative · entry 4

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 32,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest with respect to six-and-one-quarter percent (6.25%) of the RSUs on each company quarterly vesting dates after January 15, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

F5 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest with respect to six-and-one-quarter percent (6.25%) of the RSUs on each company quarterly vesting dates after January 15, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

F5 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest with respect to six-and-one-quarter percent (6.25%) of the RSUs on each company quarterly vesting dates after January 15, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

SEC source: 0001628280-22-000088 · wf-form4_164124536338610.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 44,068

Underlying: Common Stock · 48,965 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in New Velodyne in exchange for RSUs in Velodyne Lidar USA, Inc.

F4 · derivative.exercise_date: The RSUs were received in exchange for 26,667 RSUs in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one (1) share of Common Stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of March 11, 2020 and with respect to six-and-one-quarter percent (6.25%) of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

F4 · derivative.expiration_date: The RSUs were received in exchange for 26,667 RSUs in Velodyne Lidar USA, Inc. in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one (1) share of Common Stock. The liquidity-event requirement is expected to be satisfied or deemed satisfied by the Board of Directors of New Velodyne in calendar year 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of March 11, 2020 and with respect to six-and-one-quarter percent (6.25%) of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

SEC source: 0001628280-22-000088 · wf-form4_164124536338610.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 121,167

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on December 30, 2021.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one (1) share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on December 30, 2021.

SEC source: 0001628280-21-024882 · wf-form4_163917892814203.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,770

F3 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-21-024882 · wf-form4_163917892814203.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 61,373

Underlying: Common Stock · 66,094 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs shall vest with respect to six-and-one-quarter percent (6.25%) of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F4 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs shall vest with respect to six-and-one-quarter percent (6.25%) of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

F4 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs shall vest with respect to six-and-one-quarter percent (6.25%) of the RSUs on each company quarterly vesting dates after February 28, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are February 28, May 28, August 28 and November 28.

SEC source: 0001628280-21-024882 · wf-form4_163917892814203.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 116,193

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on December 8, 2021.

F1 · price: The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on December 8, 2021.

F2 · balance_after: Includes 2,604 shares acquired under the VLDR 2020 Employee Stock Purchase Plan on November 30, 2021. This transaction is exempt pursuant to Rule 16b-3(c).

SEC source: 0001628280-21-023220 · wf-form4_163675558477103.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 108,868

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

SEC source: 0001628280-21-023220 · wf-form4_163675558477103.xml · derivative · entry 4

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,509

Underlying: Common Stock · 918 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in exchange for restricted stock units in Velodyne Lidar USA, Inc.

F5 · derivative.exercise_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, eachRSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of NewVelodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the ReportingPerson remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUswhen the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

F5 · derivative.expiration_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, eachRSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of NewVelodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the ReportingPerson remains or, as applicable, remained in continuous service through the one-year anniversary of April 17, 2019 and with respect to 6.25% of the RSUswhen the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter.

SEC source: 0001628280-21-023220 · wf-form4_163675558477103.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 33,874

Underlying: Common Stock · 4,896 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest over a two-year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the issuer.

F3 · derivative.exercise_date: The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest over a two-year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the issuer.

F3 · derivative.expiration_date: The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest over a two-year period in equal quarterly installments from July 18, 2021, subject to the Reporting Person's continuous service with the issuer.

SEC source: 0001628280-21-023220 · wf-form4_163675558477103.xml · nonDerivative · entry 1

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 111,774

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on November 10, 2021.

F1 · price: The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The shares were issued pursuant to vested RSUs released on November 10, 2021.

SEC source: 0001628280-21-020116 · wf-form4_163433202214295.xml · derivative · entry 5

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,500

Underlying: Common Stock · 2,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in exchange for restricted stock units in Velodyne Lidar USA, Inc.

F6 · derivative.exercise_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest with respect to 6.25% of the RSUs on each company quarterly vesting dates after January 15, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

F6 · derivative.expiration_date: The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU shall vest with respect to 6.25% of the RSUs on each company quarterly vesting dates after January 15, 2021, provided the Reporting Person remains in continuous service on each vesting date. Quarterly vesting dates are March 31, June 30, September 30 and December 31.

SEC source: 0001628280-21-020116 · wf-form4_163433202214295.xml · derivative · entry 4

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,965

Underlying: Common Stock · 4,896 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in exchange for restricted stock units in Velodyne Lidar USA, Inc.

F5 · derivative.exercise_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of March 11, 2020 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

F5 · derivative.expiration_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of March 11, 2020 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

SEC source: 0001628280-21-020116 · wf-form4_163433202214295.xml · derivative · entry 3

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 71,610

Underlying: Common Stock · 11,935 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: The Reporting Person received RSUs in connection with the merger described in that certain Agreement and Plan of Merger, dated as of July 2, 2020 (the "Merger"), and amended on August 20, 2020, by and among Graf Industrial Corp., a Delaware corporation now known as Velodyne Lidar, Inc. ("New Velodyne"), VL Merger Sub Inc., a Delaware corporation, and Velodyne Lidar, Inc., a Delaware corporation now known as Velodyne Lidar USA, Inc., the Reporting Person received RSUs in exchange for restricted stock units in Velodyne Lidar USA, Inc.

F4 · derivative.exercise_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 3, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

F4 · derivative.expiration_date: The RSUs were received in connection with the Merger. Subject to the satisfaction of both a liquidity event requirement and service-based requirement, each RSU represents the right to receive one share of common stock. The liquidity-event requirement was deemed satisfied by the Board of Directors of New Velodyne in October 2020 and the service-based requirement will be or, as applicable, was satisfied with respect to 25% of the RSUs when the Reporting Person remains or, as applicable, remained in continuous service through the one-year anniversary of April 3, 2019 and with respect to 6.25% of the RSUs when the Reporting Person completes or, as applicable, completed each three (3) months of continuous service thereafter. The service-based requirement is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of New Velodyne.

SEC source: 0001628280-21-020116 · wf-form4_163433202214295.xml · nonDerivative · entry 2

Hamer Andrew · CIK 0001348459 · CFO and Treasurer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 106,010

F2 · kind: The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the previously reported vesting and settlement of RSUs. These sales are mandated by the Reporting Person's award agreement to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.