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Luminar Technologies, Inc./DE Form 8-K: Current report

Luminar Technologies, Inc./DE Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2026-04-07: Form 8-K; Period of report 2026-04-03; Description 1.03 Bankruptcy or Receivership; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.03.
  • 2026-02-25: Form 8-K; Period of report 2026-02-18; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2026-02-04: Form 8-K; Period of report 2026-02-02; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; Details 1.02.
  • 2026-01-30: Form 8-K; Period of report 2026-01-29; Description 7.01 Regulation FD Disclosure; Details 7.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2026-04-078-K2026-04-031.03 Bankruptcy or Receivership; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.03 As previously disclosed, Luminar Technologies, Inc. (the “Company”) and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) on December 15, 2025 and December 31, 2025, thereby commencing chapter 11 cases (the “Chapter 11 Cases”).
3.02 The information set forth in Item 1.03 is incorporated herein by reference.
3.03 The Confirmed Plan provides that on the Effective Date, except as otherwise specifically provided for in the Confirmed Plan in regards to certain first and second lien documents, the obligations of the Debtors under any agreement, instrument, note, certificate, mortgage, security document, and any other instrument or document evidencing any claim or interest and any rights of any holder in respect thereof shall be deemed cancelled, discharged, and of no force or effect, and the obligations of the Debtors thereunder shall be deemed fully and finally satisfied, settled, released, and discharged.
5.01 The information set forth in Items 1.03, 3.03 and 5.02 is incorporated herein by reference.
5.02 The Confirmed Plan provides that on the Effective Date, all directors and officers of the Debtors will be deemed to have resigned without any further action.
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2026-02-258-K2026-02-187.01 Regulation FD Disclosure7.01 As previously disclosed, Luminar Technologies, Inc. (the “Company”) and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) on December 15, 2025 and December 31, 2025, thereby commencing chapter 11 cases (the “Chapter 11 Cases”).ef20066413_8k.htm
2026-02-048-K2026-02-021.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets1.02 The information set forth in Item 2.01 in this Current Report on Form 8-K is hereby incorporated by reference into this Item 1.02.
2.01 Following receipt of Bankruptcy Court approval in accordance with section 363 of the Bankruptcy Code, on February 2, 2026 (the “LSI Closing Date”), the Company completed the previously announced sale of all of the issued and outstanding shares of Luminar Semiconductor, Inc. (“LSI”) to Quantum Computing Inc. (“Quantum”), as contemplated by the Stock Purchase Agreement, dated December 15, 2025, by and among the Company, LSI and Quantum (the “LSI Stock Purchase Agreement”), for $110 million in cash subject to certain adjustments as contemplated by the LSI Stock Purchase Agreement (the “Closing Cash Consideration”).
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2026-01-308-K2026-01-297.01 Regulation FD Disclosure7.01 As previously disclosed, Luminar Technologies, Inc. (the “Company”) and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) on December 15, 2025 and December 31, 2025 (as applicable, the “Petition Date”), thereby commencing chapter 11 cases (the “Chapter 11 Cases”).ef20064325_8k.htm
2026-01-288-K2026-01-261.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.ef20063984_8k.htm
2026-01-128-K2026-01-081.01 Entry into a Material Definitive Agreement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing1.01 Entry into a Material Definitive Agreement.
3.01 On January 8, 2026, the Company received a letter from Nasdaq that notified the Company that Nasdaq, pursuant to its obligations under Nasdaq Listing Rule 5830 and Rule 12d2-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), will issue a press release on January 13, 2026 announcing that Nasdaq will file a Form 25 with the Securities and Exchange Commission (the “SEC”) to delist and deregister the Company’s Common Stock.
ef200562700_8k.htm
2026-01-058-K2025-12-307.01 Regulation FD Disclosure7.01 As previously disclosed in a Current Report on Form 8-K filed by the Luminar Technologies, Inc. (the “Company”) on December 15, 2025 (the “Previous Form 8-K”), the Company and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) on December 15, 2025 thereby commencing chapter 11 cases (the “Chapter 11 Cases”).ef20062308_8k.htm
2025-12-298-K2025-12-182.05 Costs Associated with Exit or Disposal Activities2.05 On December 18, 2025, Luminar Technologies, Inc. (the “Company”), committed to a plan to further reduce its workforce by approximately 30% in order to reduce operating costs.ef20061936_8k.htm
2025-12-198-K2025-12-173.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On December 17, 2025, Luminar Technologies, Inc. (the “Company”) was notified by the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) that Nasdaq had determined to delist the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”) in accordance with Nasdaq Listing Rules 5101, 5110(b), and IM‑5101-1 as a result of the Company’s commencement of voluntary proceedings under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) on December 15, 2025 (the “Chapter 11 Cases”).ef20061664_8k.htm
2025-12-158-K/A2025-12-159.01 Financial Statements and Exhibits9.01 Exhibit Number Description 10.1+ Stock Purchase Agreement, dated December 15, 2025, by and among Luminar Technologies, Inc., LSI Semiconductor, Inc. and Quantum Computing Inc. 10.2 First Lean Transaction Support and Forbearance Agreements, dated as of December 15, 2025, by and among Luminar Technologies, Inc., the Subsidiary Guarantors party hereto, and each holder or beneficial owner of Floating Rate First Lien Senior Secured Notes due 2028 party thereto.ef20061262_8ka.htm
2025-12-158-K2025-12-151.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
1.03 On December 15, 2025, Luminar Technologies, Inc. (the “Company”) and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) thereby commencing chapter 11 cases (the “Chapter 11 Cases”).
7.01 As a result of filing the Chapter 11 Cases, the Company expects to receive a notice from The Nasdaq Stock Market (“Nasdaq”) that the Class A Common Stock, $0.0001 par value per share, of the Company (the “Common Stock”) no longer meets the eligibility requirements necessary for listing pursuant to Nasdaq Listing Rule 5110(b).
ef20061234_8k.htm
2025-12-088-K2025-12-031.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
5.02 On December 3, 2025, the Company entered into agreements (each, an “Executive Retention Agreement”) with Paul Ricci, the Company’s Chief Executive Officer, and Thomas Beaudoin, the Company’s Chief Financial Officer (each, a “Senior Executive”).
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2025-11-268-K2025-11-251.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.ef20060047_8k.htm
2025-11-178-K2025-11-141.02 Termination of a Material Definitive Agreement1.02 On November 14, 2025, Luminar Technologies, Inc. (“Luminar” or the “Company”) received a written notice from Volvo Car Corporation (“Volvo”) to terminate, effective November 14, 2025, that certain Framework Purchase Agreement, originally dated March 23, 2020, by and between the Company and Volvo, including any amendments, side letters and other written agreements or understandings referenced therein or related thereto (collectively, the “Agreement”).lazr-20251114.htm
2025-11-138-K2025-11-131.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
2.02 On November 13, 2025, the Company announced its financial results for the third quarter ended September 30, 2025 by issuing a press release.
5.02 As previously disclosed on October 31, 2025, the Company announced the departure of Thomas J. Fennimore, the Company’s Chief Financial Officer effective November 13, 2025 to pursue other career opportunities.
lazr-20251113.htm
2025-11-078-K2025-11-061.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.lazr-20251106.htm
2025-10-318-K2025-10-301.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.02 The Company is disclosing certain preliminary financial results as of and for the third quarter ended September 30, 2025.
2.05 On October 29, 2025, the Company committed to a plan to reduce its workforce by approximately 25% in order to reduce operating costs.
5.02 On October 31, 2025, the Company announced that Thomas J. Fennimore will step down as the Company’s Chief Financial Officer (the “CFO”) effective November 13, 2025 to pursue other career opportunities.
8.01 As previously disclosed, the Company has incurred net losses on an annual basis since its inception and will need to raise additional capital through equity or debt financings in the near future to meet its operational needs and capital requirements for product development and commercialization.
lazr-20251030.htm
2025-08-128-K2025-08-122.02 Results of Operations and Financial Condition2.02 On August 12, 2025, Luminar Technologies, Inc. (the “Company”) announced its financial results for the second quarter ended June 30, 2025 by issuing a press release.lazr-20250812.htm
2025-07-298-K2025-07-298.01 Other Events8.01 On July 29, 2025, Luminar Technologies, Inc. (the “Company”) entered into a subscription agreement with an affiliate of TPK Holding Co., Ltd. (the “Vendor”) pursuant to which the Company issued to an affiliate of the Vendor 1,600,000 shares of Class A common stock of the Company (the “Shares”), in payment for services rendered or to be rendered under a contractual arrangement with the Vendor.lazr-20250729.htm
2025-07-088-K2025-07-035.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders5.02 Officers; Compensatory Arrangements of Certain Officers.
5.07 On July 3, 2025, the Company held its 2025 annual meeting of stockholders (the “Annual Meeting”).
lazr-20250703.htm
2025-05-278-K/A2025-05-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 As previously disclosed on a Current Report on Form 8-K filed by Luminar Technologies, Inc. (the “Company”) on May 15, 2025 (the “Original Form 8-K”), Paul Ricci was appointed as Chief Executive Officer effective on or about May 21, 2025, the anticipated start date of his employment.lazr-20250514.htm
2025-05-238-K2025-05-221.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The information contained in Item 1.01 of this Current Report on Form 8-K regarding the Exchange Transactions is incorporated by reference into this Item 3.02 of this Current Report to the extent required.
7.01 On May 23, 2025, the Company issued a press release announcing the transactions.
lazr-20250522.htm
2025-05-228-K2025-05-225.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events5.03 On May 22, 2025, Luminar Technologies, Inc. (the “Company”) filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware, establishing the voting and other relative rights, powers and preferences of the Company’s Series A Convertible Preferred Stock, par value $0.0001 per share, with a stated value of $1,000 per share (the “Series A Preferred Stock”).
8.01 On May 22, 2025, the Company closed the previously disclosed offering of 35,000 shares (the “Preferred Shares”) of Series A Preferred Stock pursuant to the Purchase Agreement, for net proceeds to the Company of $33.6 million, before deducting placement agent fees and other offering expenses.
lazr-20250522.htm
2025-05-218-K2025-05-191.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
7.01 On May 21, 2025, the Company issued a press release announcing the entry into the Purchase Agreement.
lazr-20250519.htm
2025-05-158-K2025-05-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 14, 2025, following the inquiry by the Audit Committee of the Board of Directors of Luminar Technologies, Inc. (the “Company”) referenced in Item 5.02 of the Company’s Form 8-K filed with the Securities and Exchange Commission on May 14, 2025, Jun Hong Heng, a director of the Company, tendered his resignation, effective immediately.lazr-20250514.htm
2025-05-158-K2025-05-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On May 14, 2025, following a Code of Business Conduct and Ethics inquiry by the Audit Committee of the Board of Directors (the “Board”) of Luminar Technologies, Inc. (the “Company”), Austin Russell resigned as President and Chief Executive Officer of the Company and as Chairperson of the Board, effective immediately.
7.01 The press release regarding the appointment of the Company’s new Chief Executive Officer described in Item 5.02 above is attached hereto as Exhibit 99.1.
lazr-20250514.htm
2025-05-148-K2025-05-142.02 Results of Operations and Financial Condition2.02 On May 14, 2025, Luminar Technologies, Inc. (the “Company”) announced its financial results for the first quarter ended March 31, 2025 by issuing a press release and a business update presentation.lazr-20250514.htm
2025-04-018-K2025-03-314.01 Changes in Registrant's Certifying Accountant4.01 On March 31, 2025, the Audit Committee of the Board of Directors of Luminar Technologies, Inc. (the “Company”) approved the dismissal of Deloitte & Touche LLP (“Deloitte & Touche”) as the Company's independent registered public accounting firm.lazr-20250331.htm
2025-03-288-K/A2025-03-231.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The information contained in Item 1.01 of this Current Report on Form 8-K regarding the Exchange Transactions is incorporated by reference into this Item 3.02 of this Current Report to the extent required.
7.01 As of March 14, 2025, the Company had 37,516,619 shares of Class A Common Stock, par value $0.0001 per share, and 4,872,578 shares of Class B common stock, par value $0.0001 per share, outstanding.
lazr-20250323.htm
2025-03-248-K2025-03-231.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The information contained in Item 1.01 of this Current Report on Form 8-K regarding the Exchange Transactions is incorporated by reference into this Item 3.02 of this Current Report to the extent required.
7.01 As of March 14, 2025, the Company had 37,516,619 shares of Class A Common Stock, par value $0.0001 per share, and 4,872,578 shares of Class B common stock, par value $0.0001 per share, outstanding.
lazr-20250323.htm
2025-03-208-K2025-03-202.02 Results of Operations and Financial Condition2.02 On March 20, 2025, Luminar Technologies, Inc. (the “Company”) announced its financial results for the fourth quarter and fiscal year ended December 31, 2024 by issuing a press release and a business update presentation.lazr-20250320.htm
2024-12-128-K2024-12-065.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 6, 2024, Luminar Technologies, Inc. (the “Company”) and Alan Prescott, Chief Legal Officer and Secretary of the Company, mutually agreed that Mr. Prescott will step down as Chief Legal Officer and Secretary, effective December 12, 2024 and entered into a transition and separation agreement (the “Separation Agreement”), pursuant to which Mr. Prescott will perform transition services and continue to receive his current salary through December 31, 2024 unless terminated earlier.lazr-20241206.htm
2024-11-228-K2024-11-203.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year3.03 To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.
5.03 On November 20, 2024, Luminar Technologies, Inc. (the “Company”) effected a 1-for-15 reverse stock split (the “Reverse Stock Split”) of its Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and Class B common stock, par value $0.0001 per share (“Class B Common Stock,” and together with the Class A Common Stock, “Common Stock”).
lazr-20241120.htm
2024-11-158-K2024-11-135.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; 8.01 Other Events5.02 (d) On November 13, 2024, the Board of Directors (the “Board”) of Luminar Technologies, Inc. (the “Company” or “Luminar”) elected Dominick Schiano to the Board to fill the vacancy created by an increase in the size of the Board from eight to nine members, as approved by the Board.
7.01 As previously disclosed, at a special meeting of stockholders held on October 30, 2024, the stockholders of the Company approved a proposal to authorize the Company’s Board to amend the Company’s Second Amended and Restated Certificate of Incorporation, as amended (the “Charter”), to effect a reverse stock split of all of the outstanding Class A common stock of the Company, par value $0.0001 per share (“Class A Common Stock”), and Class B common stock of the Company, par value $0.0001 per share (“Class B Common Stock,” and together with the Class A Common Stock, “Common Stock”) and any Common Stock held by the Company as treasury shares, at any time prior to December 31, 2024, at a ratio of 1-for-5 to 1-for-20 (the “Reverse Stock Split”), as determined by the Board in its discretion.
8.01 On March 21, 2024, Plaintiff James Smith (“Plaintiff”), a putative shareholder of the Company, filed a putative class action complaint, captioned James Smith v.
lazr-20241113.htm
2024-11-128-K2024-11-112.02 Results of Operations and Financial Condition2.02 On November 11, 2024, Luminar Technologies, Inc. (the “Company”) announced its financial results and other business highlights for the third quarter ended September 30, 2024, by issuing a press release and a business update presentation.lazr-20241111.htm
2024-11-018-K2024-10-305.07 Submission of Matters to a Vote of Security Holders5.07 On October 30, 2024, Luminar Technologies, Inc. (the “Company”) held its special meeting of stockholders (the “Special Meeting”).lazr-20241030.htm
2024-10-218-K2024-10-153.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On October 15, 2024, Luminar Technologies, Inc. (the “Company”) received written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, based on the closing bid price of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), for the last 30 consecutive trading days, the Company no longer complies with the minimum bid price requirement for continued listing on The Nasdaq Global Select Market.lazr-20241015.htm
2024-09-238-K2024-09-202.05 Costs Associated with Exit or Disposal Activities2.05 On May 3, 2024, Luminar Technologies, Inc. (the “Company”) announced a restructuring plan (“2024 Restructuring Plan”), including a reduction in its workforce by approximately 20%.lazr-20240920.htm
2024-08-308-K2024-08-285.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Yearlazr-20240828.htm
2024-08-068-K2024-08-061.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
2.02 On August 6, 2024, Luminar Technologies, Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2024.
2.03 The information contained in Item 1.01 of this Current Report on Form 8-K regarding the Note Purchase and Exchange Agreements, the First Lien Indenture and the Second Lien Indenture is incorporated by reference into this Item 2.03 of this Current Report to the extent required.
3.02 The information contained in Item 1.01 of this Current Report on Form 8-K regarding the Note Purchase and Exchange Agreements and the Second Lien Indenture is incorporated by reference into this Item 3.02 of this Current Report to the extent required.
lazr-20240806.htm
2024-06-078-K2024-06-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders5.02 Officers; Compensatory Arrangements of Certain Officers.
5.07 On June 5, 2024, the Company held its 2024 annual meeting of stockholders (the “Annual Meeting”).
lazr-20240605.htm
2024-05-078-K2024-05-072.02 Results of Operations and Financial Condition2.02 On May 7, 2024, Luminar Technologies, Inc. announced its financial results for the first quarter ended March 31, 2024 by issuing a Letter to Shareholders (the “Letter”).lazr-20240507.htm
2024-05-038-K2024-05-032.05 Costs Associated with Exit or Disposal Activities2.05 On February 27, 2024, in conjunction with its Q4’23 Quarterly Business Update, Luminar Technologies, Inc. (the “Company”) announced that when the Company reached start of production (SOP) with Volvo Cars, it would commence an aggressive cost reduction effort to reduce Iris production costs and streamline its business for more efficient, cost effective, and faster product industrialization.lazr-20240503.htm
2024-03-268-K2024-03-258.01 Other Events8.01 Luminar Technologies, Inc. announces it has received initial binding purchase orders for the first global production vehicle launch with Luminar LiDAR for start of production (SOP).lazr-20240325.htm
2024-02-278-K2024-02-272.02 Results of Operations and Financial Condition2.02 On February 27, 2024, Luminar Technologies, Inc. announced its financial results for the fourth quarter and fiscal year ended December 31, 2023 by issuing a Letter to Shareholders (the “Letter”).lazr-20240227.htm
2023-11-138-K2023-11-138.01 Other Events8.01 Effective November 13, 2023, Luminar Technologies, Inc. (the “Company”) entered into subscription agreements with Celestica LLC, Phononic, Inc., Scale AI, Inc., Seraph Consulting, Inc., Sinergix, LLC, and Swiss Re Solutions Ltd. (collectively, the “Vendors”) pursuant to which the Company issued to the Vendors 2,201,257, 750,587, 3,537,735, 1,242,138, 377,358 and 503,144 shares of Company Class A common stock, respectively (collectively, the “Shares”), in payment for services rendered or to be rendered under contractual arrangements with the Vendors.lazr-20231113.htm
2023-11-088-K2023-11-082.02 Results of Operations and Financial Condition2.02 On November 8, 2023, Luminar Technologies, Inc. announced its financial results for the third quarter ended September 30, 2023 by issuing a Letter to Shareholders (the “Letter”) and a press release.lazr-20231108.htm
2023-08-088-K2023-08-082.02 Results of Operations and Financial Condition2.02 On August 8, 2023, Luminar Technologies, Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2023.lazr-20230808.htm
2023-06-098-K2023-06-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders5.02 Officers; Compensatory Arrangements of Certain Officers.
5.07 On June 7, 2023, the Company held its 2023 annual meeting of stockholders (the “Annual Meeting”).
lazr-20230607.htm
2023-05-158-K2023-05-108.01 Other Events8.01 Effective May 10, 2023, Luminar Technologies, Inc. (the “Company”) entered into subscription agreements with P3 USA, Inc., Sinergix, LLC, STEER Tech, Inc., Swiss Re Solutions Ltd., Seraph Consulting, Inc. and Van Pelt, Yi & James LLP (collectively, the “Vendors”) pursuant to which the Company issued to the Vendors 1,579,778, 1,105,845, 333,000, 315,955, 157,977 and 39,494 shares of Company Class A common stock, respectively (collectively, the “Shares”), in payment for services rendered or to be rendered under contractual arrangements with the Vendors.lazr-20230510.htm
2023-05-098-K2023-05-092.02 Results of Operations and Financial Condition2.02 On May 9, 2023, Luminar Technologies, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2023.lazr-20230509.htm
2023-03-218-K2023-03-175.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On March 17, 2023, the Board of Directors (the “Board”) of Luminar Technologies, Inc. (the “Company”) approved amendments to the Company’s Restated Bylaws (the “Bylaws”).lazr-20230317.htm
2023-03-028-K2023-03-018.01 Other Events8.01 Today, Luminar Technologies, Inc. (the “Company”) filed three forms, two forms related to its M&A and strategic investment strategy and one form to register a previously announced investment by ECARX.lazr-20230301.htm
2023-02-288-K2023-02-282.02 Results of Operations and Financial Condition2.02 On February 28, 2023, Luminar Technologies, Inc. issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2022.lazr-20230228.htm
2023-02-288-K2023-02-288.01 Other Events8.01 On February 28, 2023, Luminar Technologies, Inc. issued a press release announcing additional information regarding its Luminar Day event and certain recent developments to be discussed at the event.lazr-20230228.htm
2022-11-028-K2022-11-022.02 Results of Operations and Financial Condition2.02 On November 2, 2022, Luminar Technologies, Inc. issued a press release announcing its financial results for the third quarter ended September 30, 2022.lazr-20221102.htm
2022-08-248-K2022-08-195.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 (d) On August 19, 2022 (the “Effective Date”), the Board of Directors (the “Board”) of Luminar Technologies, Inc. appointed Mr. Daniel D. Tempesta as a Class II director of Luminar with an initial term to expire at the annual meeting of stockholders to be held in 2025.
8.01 On August 19, 2022, Luminar’s Compensation & Human Capital Management Committee (the “Compensation Committee”) approved equity compensation for Luminar’s CFO, Thomas Fennimore, and CLO, Alan Prescott, who elected to receive the majority of their compensation in the form of stock-price and milestone-based performance targets.
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2022-08-088-K2022-08-082.02 Results of Operations and Financial Condition2.02 On August 8, 2022, Luminar Technologies, Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2022.lazr-20220808.htm
2022-06-088-K2022-06-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders5.02 Officers; Compensatory Arrangements of Certain Officers.
5.07 On June 7, 2022, the Company held its 2022 annual meeting of stockholders (the “Annual Meeting”).
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2022-06-068-K2022-06-038.01 Other Events8.01 Effective June 3, 2022, Luminar Technologies, Inc. (the “Company”) entered into subscription agreements with Celestica LLC, P3 USA, Inc. and Sinergix, LLC (collectively, the “Vendors”) pursuant to which the Company issued to the Vendors 3,000,000, 2,400,000 and 1,500,000 shares of Company Class A common stock, respectively (collectively, the “Shares”), in payment for services rendered or to be rendered under contractual arrangements with the Vendors.lazr-20220603.htm
2022-05-058-K2022-05-052.02 Results of Operations and Financial Condition2.02 On May 5, 2022, Luminar Technologies, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2022.lazr-20220505.htm
2022-02-288-K2022-02-282.02 Results of Operations and Financial Condition2.02 On February 28, 2022, Luminar Technologies, Inc. issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2021.lazr-20220228.htm
2021-12-238-K2021-12-211.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 On December 23, 2021, Luminar Technologies, Inc. (“Luminar”) issued an additional $25.0 million aggregate principal amount of its 1.25% convertible senior notes due 2026 (the “notes”) pursuant to the partial exercise by the initial purchasers of their option to purchase additional notes granted in Luminar’s original offering of the notes.
2.03 The information set forth in Item 1.01 above with respect to the Indenture and the issuance of the additional notes by Luminar is incorporated by reference into this Item 2.03.
3.02 The disclosure set forth in Item 1.01 above is incorporated by reference into this Item 3.02.
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2021-12-178-K2021-12-141.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 On December 17, 2021, Luminar Technologies, Inc. (“Luminar”) completed its previously announced private offering of $600.0 million aggregate principal amount of its 1.25% convertible senior notes due 2026 (the “notes”), including $50.0 million aggregate principal amount of notes sold pursuant to the partial exercise by the initial purchasers of their option to purchase additional notes.
2.03 The information set forth in Item 1.01 above with respect to the Indenture and the issuance of the notes by Luminar is incorporated by reference into this Item 2.03.
3.02 The disclosure set forth in Item 1.01 above is incorporated by reference into this Item 3.02.
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2021-12-158-K2021-12-148.01 Other Events8.01 On December 14, 2021, Luminar Technologies, Inc. (“Luminar”) announced the pricing of $550.0 million aggregate principal amount of its 1.25% convertible senior notes due 2026 (the “notes”) in a private offering (the “offering”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).lazr-20211214.htm
2021-12-148-K2021-12-127.01 Regulation FD Disclosure; 8.01 Other Events7.01 On December 12, 2021, Luminar Technologies, Inc. (“Luminar”) announced that its Board of Directors has authorized a program to repurchase an amount of Class A common stock not to exceed the greater of $250 million and 50% of the aggregate principal amount of the notes (as defined below).
8.01 On December 14, 2021, Luminar announced its intention to offer, subject to market conditions and other factors, $500.0 million aggregate principal amount of convertible senior notes due 2026 (the “notes”) in a private offering (the “offering”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act.
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2021-11-128-K2021-11-112.02 Results of Operations and Financial Condition2.02 On November 11, 2021, Luminar Technologies, Inc. (the “Company”) announced its financial results for the third quarter ended September 30, 2021.lazr-20211111.htm
2021-08-128-K2021-08-122.02 Results of Operations and Financial Condition2.02 On August 12, 2021, Luminar Technologies, Inc. (the “Company”) announced its financial results for the second quarter ended June 30, 2021.lazr-20210812.htm
2021-06-108-K2021-06-095.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.07 On June 9, 2021, Luminar Technologies, Inc. (the “Company”) held its 2021 annual meeting of stockholders (the “Annual Meeting”).
8.01 As of May 7, 2021, the Company had 234.7 million shares of Class A common stock and 105.1 million shares of Class B common stock, par value $0.0001 per share, outstanding.
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2021-05-138-K2021-05-132.02 Results of Operations and Financial Condition2.02 On May 13, 2021, Luminar Technologies, Inc. (the “Company”) announced its financial results for the fiscal quarter ended March 31, 2021.lazr-20210513.htm
2021-03-188-K2021-03-182.02 Results of Operations and Financial Condition2.02 On March 18, 2021, Luminar Technologies, Inc. (the “Company”) issued a press release providing for a business update, 2021 milestones and preliminary results for fiscal year ended December 31, 2020.lazr-20210318.htm
2021-03-118-K2021-03-118.01 Other Events8.01 On March 11, 2021, Luminar Technologies, Inc. (the “Company”) issued a press release announcing that it had changed the previously announced redemption date of March 5, 2021 to a new redemption date of March 16, 2021 for the redemption of its outstanding public warrants, that were issued under the Warrant Agreement, dated as of January 31, 2019, by and between the Company (f/k/a Gores Metropoulos, Inc.) and Continental Stock Transfer & Trust Company, as warrant agent, as part of the units sold in the Company’s initial public offering.lazr-20210311.htm
2021-02-128-K2021-02-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On February 12, 2021, Luminar Technologies, Inc. (“Luminar”) announced that the Board of Directors of Luminar (the “Board”), has appointed, effective as of February 8, 2021 (the “Effective Date”), Ms. Katharine A. Martin as a Class I director of Luminar with a term to expire at the annual meeting of stockholders to be held in 2021 and Dr. Mary Lou Jepsen as a Class III director of Luminar with a term to expire at the annual meeting of stockholders to be held in 2023.
7.01 On February 12, 2021, Luminar issued a press release entitled “Luminar Strengthens Board of Directors with Two New Leaders,” a copy of which is furnished as Exhibit 99.1.
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2021-02-038-K2021-02-038.01 Other Events8.01 On February 3, 2021, Luminar Technologies, Inc. (the “Company”) issued a press release announcing the redemption of all of its outstanding warrants, other than the Private Placement Warrants (as defined in the Warrant Agreement), to purchase shares of the Company’s Class A common stock that were issued under the Warrant Agreement, dated as of January 31, 2019, by and between the Company (f/k/a Gores Metropoulos, Inc.) and Continental Stock Transfer & Trust Company, as warrant agent, as part of the units sold in the Company’ initial public offering.lazr-20210203.htm
2020-12-168-K2020-12-167.01 Regulation FD Disclosure7.01 On December 16, 2020, Luminar Technologies, Inc. and Mobileye Vision Technologies Ltd, jointly clarified the details of their collaboration previously announced on November 20, 2020.d72583d8k.htm
2020-12-088-K/A2020-12-025.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics5.03 On the Closing Date, in connection with the Closing, the Company filed the Second Amended and Restated Certificate of Incorporation (the “Amended and Restated Charter”) with the Secretary of State of the State of Delaware.
5.05 Effective as of the Closing, the Board approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors of the Company including the Company’s chief executive officer, chief financial officer and chief accounting officer or controller and any other persons performing similar functions.
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2020-12-088-K2020-12-021.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 4.01 Changes in Registrant's Certifying Accountant; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.06 Change in Shell Company Status1.01 In connection with the Closing, the Company, the Sponsor, Mr. Bort, Mr. Cramer and Mr. Gatto (the “Initial Stockholders”), AEG Holdings, LLC (“AEG”), GM Sponsor LLC (“GM Sponsor”) and HRM Holdings LLC (“HRM” and, together with AEG, GM Sponsor and the Initial Gores Holders, the “Gores Holders”), Mr. Russell, GVA Auto, LLC, and G2VP Founders Fund I, LLC (the “Luminar Holders” and together with the Gores Holders, the “Registration Rights Holders”) entered into an Amended and Restated Registration Rights Agreement, dated as of December 2, 2020 (the “Amended and Restated Registration Rights Agreement”).
2.01 (f) of Form 8-K states that if the predecessor registrant was a “shell company” (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as the Company was immediately before the Business Combination, then the registrant must disclose the information that would be required if the registrant were filing a general form for registration of securities on Form 10.
3.02 The issuances of the Class B Stock to Mr. Austin Russell in connection with the consummation of the Business Combination were not registered under the Securities Act and were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Registration D promulgated thereunder, as a transaction by an issuer not involving a public offering without any form of general solicitation or general advertising.
3.03 The disclosure set forth under Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.
4.01 On December 2, 2020, the Audit Committee of the Board approved the appointment of Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2020.
5.01 The disclosure set forth in the “Introductory Note” above and in Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
5.02 The disclosure set forth in Item 2.01 of this Current Report on Form 8-K under the sections titled “Directors and Executive Officers,” “Director Compensation” and “Executive Compensation” is incorporated by herein by reference.
5.06 As a result of the Business Combination, which fulfilled the definition of a “Business Combination” as required by the amended and restated certificate of incorporation of the Company, as in effect immediately prior to the Closing, the Company ceased to be a shell company upon the Closing.
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2020-12-038-K2020-12-015.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.07 On December 1, 2020, Luminar Technologies, Inc. (formerly known as Gores Metropoulos, Inc.) (the “Company”) held a special meeting of the Company’s stockholders (the “Special Meeting”), in lieu of the 2020 annual meeting of the Company’s stockholders, at which holders of 32,755,726 shares of common stock (consisting of 22,755,726 shares of Class A common stock, par value $0.0001 (“Class A Stock”), and 10,000,000 shares of Class F common stock, par value $0.0001 (“Class F Stock” and, together with the Class A Stock, the “Common Stock”)) were present in person or by proxy, representing 65.51% of the voting power of the shares of the Common Stock as of October 14, 2020, the record date for the Special Meeting, and constituting a quorum for the transaction of business.
8.01 Stockholders holding 18,651 shares of Class A Stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s trust account (the “Trust Account”) in connection with the Business Combination.
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2020-11-248-K2020-11-248.01 Other Events8.01 On November 24, 2020, Gores Metropoulos, Inc. (the “Company”) issued a press release reminding its stockholders to vote in favor of the approval of the Company’s proposed business combination with Luminar Technologies, Inc. (“Luminar”) and the related proposals to be voted upon at the Company’s Special Meeting in Lieu of the Company’s 2020 Annual Meeting of Stockholders (the “Special Meeting”).d21197d8k.htm
2020-11-208-K2020-11-208.01 Other Events8.01 On November 20, 2020, Luminar Technologies, Inc. (“Luminar”), with which Gores Metropoulos, Inc. (the “Company”) has signed a definitive merger agreement (the “Merger Agreement”), issued a press release announcing Luminar’s entry into an agreement with Mobileye Vision Technologies Ltd (“Mobileye”), to supply Luminar’s technology to Mobileye for use in Mobileye’s business.d30058d8k.htm
2020-11-108-K2020-11-108.01 Other Events8.01 On November 10, 2020, Luminar Technologies, Inc. (“Luminar”) updated information regarding the proposed business combination contemplated by that certain Agreement and Plan of Merger (the “Merger Agreement”), between Gores Metropoulos, Inc. (Nasdaq: GMHI, GMHIU and GMHIW) (the “Company”), a special purpose acquisition company sponsored by an affiliate of The Gores Group, LLC, Luminar and certain other signatories thereto, in an investor presentation (the “Presentation”).d932102d8k.htm
2020-11-068-K2020-11-068.01 Other Events8.01 On November 6, 2020, Gores Metropoulos, Inc. (the “Company”) released a press release announcing that Luminar Technologies, Inc. (“Luminar”), with which the Company has signed a definitive Business Combination Agreement, will be presenting virtually at several upcoming investor conferences.d69574d8k.htm
2020-10-308-K/A2020-10-308.01 Other Events8.01 On October 30, 2020, Gores Metropoulos, Inc. (the “Company”) released a press release announcing that the Company has filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement/consent solicitation statement/prospectus under Rule 424 after the SEC declared effective the Company’s registration statement on Form S-4 related to the previously announced business combination with Luminar Technologies, Inc. (“Luminar”).d93754d8ka.htm
2020-10-308-K2020-10-308.01 Other Events8.01 On October 30, 2020, Gores Metropoulos, Inc. (the “Company”) released a press release announcing that the Company has filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement/consent solicitation statement/prospectus under Rule 424 after the SEC declared effective the Company’s registration statement on Form S-4 related to the previously announced business combination with Luminar Technologies, Inc. (“Luminar”).d43158d8k.htm
2020-10-078-K2020-10-078.01 Other Events8.01 On October 7, 2020, Luminar Technologies, Inc. (“Luminar”) posted an investor presentation on its website in connection with the proposed business combination between Gores Metropoulos, Inc. (the “Company”) and Luminar.d89008d8k.htm
2020-08-248-K2020-08-241.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
3.02 The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K (this “Current Report”) is incorporated by reference herein.
8.01 On August 24, 2020, the Company issued a press release announcing the execution of the Merger Agreement.
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2019-03-228-K2019-03-228.01 Other Events8.01 On March 22, 2019, Gores Metropoulos, Inc. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A common stock and warrants included in the Units commencing on March 25, 2019.d695545d8k.htm
2019-02-118-K2019-02-058.01 Other Events8.01 On February 5, 2019, Gores Metropoulos, Inc. (the “Company”) consummated its initial public offering (the “IPO”) of 40,000,000 units (the “Units”), including the issuance of 2,500,000 Units as a result of the underwriters’ partial exercise of their over-allotment option.d699132d8k.htm
2019-02-068-K2019-01-318.01 Other Events8.01 On February 5, 2019, Gores Metropoulos, Inc. (the Company”) consummated its initial public offering (the “IPO”) of 40,000,000 units (the “Units”), including the issuance of 2,500,000 Units as a result of the underwriters’ partial exercise of their over-allotment option.d678965d8k.htm