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Item 5. OTHER INFORMATION

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Item 5. OTHER INFORMATION

Securities Trading Plans of Directors and Executive Officers

During our last fiscal quarter, the following directors and officers, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, as follows:

On May 25, 2023, Eduardo Vivas, a member of our board of directors, and Arutyunyan Family Trust U/A/D 12/1/20 (the “Trust”), a trust for the benefit of members of Mr. Vivas’s immediate family, entered into a Rule 10b5-1 trading arrangement providing for the sale of up to an aggregate of 1,200,000 shares of our Class A common stock held by Mr. Vivas and 5,072 shares of our Class A common stock held by the Trust. The trading arrangement was intended to satisfy the affirmative defense in Rule 10b5-1(c) and was intended to be effective until August 6, 2024. On June 13, 2023, Mr. Vivas and the Trust terminated this trading arrangement. On June 13, 2023, Mr. Vivas and the Trust entered into a Rule 10b5-1 trading arrangement that covers the sale of up to an aggregate of 1,200,000 shares of our Class A common stock held by Mr. Vivas and 5,072 shares of our Class A common stock held by the Trust and runs until August 6, 2024, or earlier if all transactions under the 10b5-1 Plan are completed. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c).

Mr. Vivas disclaims beneficial ownership of the securities held by the Trust, and the preceding paragraphs are not an admission that Mr. Vivas is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

On June 14, 2023, Herald Chen, our President, Chief Financial Officer and a member of our board of directors, entered into a Rule 10b5-1 trading arrangement providing for the sale of up to an aggregate of 1,200,000 shares of our Class A common stock held by Mr. Chen and runs from January 1, 2024 until December 31, 2025, or earlier if all transactions under the 10b5-1 Plan are completed. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c).

No other officers or directors, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the last fiscal quarter.

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