Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Limitations on Effectiveness of Controls and Procedures
Disclosure controls and procedures include controls and other procedures that are designed to ensure that information required to be disclosed in the reports filed or submitted under the Securities Exchange Act of 1934, as amended, (“Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2023. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of December 31, 2023 due to the material weaknesses in our internal control over financial reporting described below.
Management’s Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our management, including our Chief Executive Officer and Chief Financial Officer, conducted an assessment as of December 31, 2023 of the effectiveness of our internal control over financial reporting based on the criteria set forth in Internal Control–Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment, our management concluded that, as of December 31, 2023, our internal control over financial reporting was not effective due to the material weaknesses described below.
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
We did not design and maintain an effective control environment commensurate with our financial reporting requirements. Specifically, we did not maintain a sufficient complement of personnel with an appropriate degree of internal controls and accounting knowledge, experience, and training commensurate with our accounting and reporting requirements. This material weakness contributed to the following additional material weaknesses.
We did not design and maintain effective controls over the period-end financial reporting process to achieve complete, accurate and timely financial accounting, reporting and disclosures, including segregation of duties and adequate controls related to journal entries and certain other business processes, and verifying transactions are properly classified in the financial statements. These material weaknesses resulted in adjustments to several account balances and disclosures in the consolidated financial statements for the years ended December 31, 2019 and 2018, and adjustments to the equity and warrant liabilities accounts and related disclosures in the condensed consolidated financial statements for the three months ended March 31, 2021.
Additionally, each of these material weaknesses could result in a misstatement of account balances or disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected.
We have excluded Velodyne Lidar, Inc. from our assessment of the effectiveness of internal control over financial reporting as of December 31, 2023 because it was acquired in a merger during 2023. The total assets and total revenues of Velodyne Lidar, Inc., a wholly-owned subsidiary, represents 8% and 35%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2023.
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Remediation Measures of Unremediated Material Weaknesses
As it relates to the above material weaknesses that continued to exist as of December 31, 2023, our management is committed and continues to make progress to improve our internal control over financial reporting. We continued implementation of a plan to remediate the control deficiencies that led to the above material weaknesses. These remediation measures are ongoing and include the following:
• Continuing to recruit personnel with appropriate internal controls, accounting knowledge and experience commensurate with our accounting and reporting requirements, in addition to engaging and utilizing third-party consultants and specialists. Our management also reallocated roles and responsibilities within the accounting team based on skills and experience of various personnel.
• Continuing to operate entity level controls (ELCs) including Board and Audit Committee oversight, senior management review of financial and business performance and internal controls, and expansion of the internal audit team. We have designed and implemented these controls in the previous financial years.
• Continuing to provide internal control training for personnel responsible for implementing internal controls for the Company.
• Continue to operate internal controls for financial close and reporting including review of accounting policies, journal entry review controls including segregation of duties, period end close procedures, financial statement preparation, review, and reporting, and controls within various business processes as they relate to financial reporting, including controls to ensure segregation of duties. This included controls around classification of balances in our financial statements and strengthening processes for management oversight over financial reporting and disclosure controls. We have designed and implemented these controls in the previous financial years.
These investments in resources have improved the stability of our accounting organization. While significant progress has been made in response to the material weaknesses, time is needed to demonstrate sustainability as it relates to our internal control over financial reporting and improvements made to our complement of resources, including demonstrating sustained operating effectiveness of our internal controls. We are committed to continuous improvement and will continue to diligently review our internal control over financial reporting.
Remediation of Previously Reported Material Weaknesses
As previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2022, our management concluded that we did not design and maintain effective controls over certain information technology (“IT”) general controls for information systems that are relevant to the preparation of our consolidated financial statements. Specifically, we did not design and maintain (i) program change management controls to ensure that information technology program and data changes affecting financial IT applications and underlying accounting records are identified, tested, authorized and implemented appropriately and (ii) user access controls to ensure appropriate segregation of duties and that adequately restrict user and privileged access to our financial applications, programs and data to appropriate personnel.
Our management completed the following actions and measures designed to remediate the control deficiencies that led to the material weakness:
• Continuing to operate entity level controls (ELCs) including increasing Board and Audit committee oversight over operation of internal control for financial reporting including IT General controls. We had designed and implemented these controls in the previous financial years and continued to operate these in 2023.
• Enhanced senior management oversight over operation of IT general controls related to change management and user access management.
• Strengthened and enhanced the IT governance and policies to enable consistent operation of IT processes in the area of change management and user access management.
• Recruited additional personnel with appropriate knowledge and experience for Internal controls and IT General controls area, in addition to engaging and utilizing third-party consultants and specialists.
• Continuing to operate IT general controls including restricted user access to our internal systems for financial reporting, and IT change management. We had designed and implemented these controls in the previous financial years and continued to operate these in 2023.
• Conducted internal control training for personnel responsible for IT general controls related to IT change management and IT user access management.
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Our management completed its documentation, testing and evaluation of the enhanced control activities and determined that, as of December 31, 2023, these control activities have been appropriately designed and implemented, and have operated effectively for a sufficient period of time to conclude that these previously identified material weaknesses related to restricted user access, and IT change management have been remediated.
Attestation Report of Registered Public Accounting Firm
The effectiveness of our internal control over financial reporting as of December 31, 2023 was not required to be audited by our auditors under Section 404(b) of the Sarbanes Oxley Act of 2002 due to Ouster being non-accelerated filer within the definition of Rule 12b-2. Accordingly, this Annual Report on Form 10-K does not include an attestation report of our independent registered accounting firm.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
On December 15, 2023, Mark Weinswig , the Company’s Chief Financial Officer , adopted a “Rule 10b5-1 trading arrangement” as defined in Item 408(a) of Regulation S-K. The plan provides for the periodic sale of up to 19,990 shares of common stock between April 13, 2024 and May 14, 2024. Other than as described above, during the three months ended December 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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Part III
Item 10. Directors, Executive Officers and Corporate Governance
Code of Conduct
We have adopted a Code of Business Conduct and Ethics (the “Code of Conduct”) that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer, principal accounting officer and/or controller, and persons performing similar functions. A copy of the Code of Conduct is available on our Investors website at investors.ouster.com in the “Governance” section. We expect that any amendments to the Code of Conduct, or any waivers of its requirements, that are required to be disclosed by SEC or NYSE rules will be disclosed on our website. We did not grant any waivers to the Code of Conduct in fiscal 2023.
The remaining information required by Items 401, 405, 406 and 407(c)(3), (d)(4) and (d)(5) of Regulation S-K will be included under the headings “Election of Directors,” “Executive Officers” “Corporate Governance,” and “Delinquent Section 16(a) Reports” (if applicable) in our definitive proxy statement for our 2024 annual meeting of stockholders (the “2024 Annual Meeting of Stockholders”), to be filed within 120 days after the end of the 2023 fiscal year and is incorporated herein by reference.
Information About Our Executive Officers & Directors
The following table provides information regarding our executive officers and members of our board of directors (ages are calculated as of March 15, 2024):
Name
Age Position at Ouster Principal Employment
Angus Pacala
35
Director, Co-Founder and Chief Executive Officer Same
Mark Frichtl 35
Co-Founder and Chief Technology Officer Same
Mark Weinswig
51
Chief Financial Officer Same
Darien Spencer
60
Chief Operating Officer Same
Megan Chung
50
General Counsel and Secretary Same
Theodore L. Tewksbury, Ph.D. 67
Executive Chairman of the Board of Directors
Former Chief Executive Officer of Velodyne Lidar, Inc.
Virginia Boulet 70
Director Former Managing Director of Legacy Capital, LLC, an investment company
Susan Heystee 62
Director Former Senior Vice President of Global Automotive Business at Verizon Connect, a telecommunications company
Ernest Maddock 65
Director Former Chief Financial Officer of Micron Technology, Inc., a semiconductor manufacturing company
Karin Rådström 45
Director Chief Executive Officer of Mercedes-Benz Trucks, a commercial vehicle manufacturer
Kristin Slanina 54
Director Chief Innovation Officer at ParkMyFleet, a provider of parking locations and technology solutions for fleet operations
Riaz Valani 47
Director General Partner and Founder of Global Asset Capital, a private equity investment firm
Item 11. Executive Compensation
The information required by Items 402, 407(e)(4), and (e)(5) of Regulation S-K will be included under the headings “Executive Compensation” and “Compensation Committee Interlocks and Insider Participation” (if applicable) in our definitive proxy statement for our 2024 Annual Meeting of Stockholders, and such information is incorporated herein by reference.
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Securities Authorized For Issuance under Equity Compensation Plans (As of December 31, 2023):
Plan category: Number of Securities to
be Issued Upon Exercise
of Outstanding Options,
Warrants, and Rights Weighted-Average
Exercise Price of
Outstanding Options,
Warrants, and Rights Number of Securities
Available for Future
Issuance Under Equity
Compensation Plans
(excludes securities
Reflected in first column)
Equity compensation plans approved by security holders (1)(6)
4,996,772 (2)
$ 7.36 (5)
1,584,833
Restricted Stock Units 3,074,939 (3)
$ — (5)
Restricted Stock Awards 50,184 (7)
$ — (5)
Options to Purchase Common Stock 1,871,649 (4)
$ 7.36 (5)
Employee Stock Purchase Plan (6)
—
$ —
Equity compensation plans not approved by security holders — $ — —
(1) Consists of the Ouster, Inc. 2021 Incentive Award Plan (“2021 Plan”), Velodyne 2020 Equity Incentive plan (the “Velodyne Plan”), Ouster Inc. Amended and Restated 2015 Stock Plan (“2015 Plan”) and Sense Photonics, Inc. 2017 Equity Incentive Plan and (“Sense Plan”).
(2) The number of shares authorized under our 2021 Plan will increase on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031, equal to the lesser of (A) 5% of the shares of common stock outstanding as of the last day of the immediately preceding fiscal year and (B) such lesser number of shares as determined by our board of directors. No additional awards will be granted under the 2015 Plan or the Sense Plan and, as a result, no shares remain available for issuance for new awards under the 2015 Plan or the Sense Plan. The number of shares authorized under our Velodyne 2020 Plan will increase on the first day of each calendar year beginning on January 1, 2021 and ending on (and including) January 1, 2030, equal to the lesser of (A) 820,400 shares of common stock and (B) such lesser number of shares as determined by our board of directors.
(3) Consists of 2,062,787 outstanding restricted stock units under the 2021 Plan, 949,128 outstanding restricted stock units under the Velodyne Plan, and 63,024 outstanding restricted stock units under the Sense Plan.
(4) Consists of 1,856,434 outstanding options to purchase stock under the 2015 Plan and 15,215 outstanding options to purchase stock under the Sense Plan.
(5) As of December 31, 2023, the weighted-average exercise price of outstanding options under the 2015 Plan was $6.99 and the weighted-average exercise price of outstanding options under the Sense Plan was $52.40. Outstanding restricted stock units and restricted stock awards subject to time-based vesting do not have an exercise price and therefore are not included in the calculation of the weighted-average exercise price.
(6) Consists of 102,338 shares remaining available for issuance under the 2021 Plan, 1,077,184 shares available for issuance under the Velodyne Plan and 405,311 available for purchase by our employees under the Ouster, Inc 2022 Employee Stock Purchase Plan.
(7) Consists of 50,184 outstanding restricted stock awards under the Velodyne Plan.
The remaining information required by Item 403 of Regulation S-K will be included under the heading “Security Ownership of Certain Beneficial Owners and Management” in our definitive proxy statement for our 2024 Annual Meeting of Stockholders, and such required information is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by Items 404 and 407(a) of Regulation S-K will be included under the headings “Certain Relationships and Related Person Transactions,” “Corporate Governance” and “Director Independence” in our definitive proxy statement for our 2024 Annual Meeting of Stockholders, and such information is incorporated herein by reference.
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Item 14. Principal Accountant Fees and Services
The information required by Item 9(e) of Schedule 14A of the Exchange Act will be included under the heading “Independent Registered Public Accounting Firm Fees and Other Matters” in our definitive proxy statement for our 2024 Annual Meeting of Stockholders, and such information is incorporated herein by reference.
Part IV
Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements.
The consolidated financial statements of the Company are listed in the index under Part II, Item 8, of this Annual Report on Form 10-K.
(a)(2) Financial Statement Schedules.
All financial statement schedules for the Company have been included in the consolidated financial statements or the related footnotes, or are either inapplicable or not required.
(a)(3) Exhibits.
The following is a list of exhibits filed as part of this Annual Report on Form 10-K.
Exhibit Number Description
Incorporated by Reference
Form File No. Exhibit Filing Date Filed/ Furnished herewith
3.1
Certificate of Incorporation of Ouster, Inc.
S-4 POS 333-251611 3.1 3/10/2021
3.2
Certificate of Amendment to Certificate of Incorporat ion of Ouster, Inc.
8-K
001-39463
3.1 4/20/2023
3.3
A mended and Restated Bylaws of Ouster, Inc.
8-K
001-39463
3.3 11/08/2023
4.1
Warrant Agreement, dated August 20, 2020, between Colonnade Acquisition Corp. and Continental Stock Transfer & Trust Company, as warrant agent
8-K 001-39463 4.1 8/25/2020
4.2
Specimen Warrant Certificate of the Registrant
S-1 333-240378
4.2 8/04/2020
4.3
Description of Securities
*
4.4
Warrant to Purchase Common Stock of Velodyne Lidar, Inc., by and between Velodyne Lidar, Inc. and Amazon.com NV Investment Holdings LLC, dated as of February 4, 2022
8-K 001-38703 4.1 2/07/2022
4.5
Warrant Agreement, dated October 14, 2018, by and between Continental Stock Transfer & Trust Company and Velodyne Lidar, Inc.
8-K 001-38703 4.1 10/18/2018
10.1+
Form of Indemnification Agreement
10-K 001-39463 10.1 2/28/2022
10.2
Amended and Restated Registration Rights Agreement, by and among Ouster, Inc. and the holders party thereto
8-K 001-39463 10.2 3/15/2021
10.3+
2021 Incentive Award Plan
8-K 001-39463 10.3 3/15/2021
10.3(a)+
Form of Stock Option Agreement under the 2021 Incentive Award Plan
8-K 001-39463 10.5(a) 3/15/2021
10.3(b)+
Form of Restricted Stock Unit Agreement under the 2021 Incentive Award Plan
8-K 001-39463 10.3(b) 3/15/2021
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10.4#
Manufacturing Services Agreement, dated as of March 5, 2018, by and between Ouster, Inc. and Benchmark Electronics, Inc.
S-4 333-251611 10.6 12/22/2020
10.5
Lease, dated September 5, 2017, by and between Ouster, Inc. and Mission Creative Ownership, LLC .
S-4/A 333-251611 10.13 1/28/2021
10.5(a)
First Amendment to Lease, dated January 21, 2018, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(a) 1/28/2021
10.5(b)
Second Amendment to Lease, dated March 27, 2018, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(b) 1/28/2021
10.5(c)
Third Amendment to Lease, dated August 14, 2018, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(c) 1/28/2021
10.5(d)
Fourth Amendment to Lease, dated April 4, 2019, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(d) 1/28/2021
10.5(e)
Fifth Amendment to Lease, dated July 21, 2019, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(e) 1/28/2021
10.5(f)
Sixth Amendment to Lease, dated December 20, 2019, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(f) 1/28/2021
10.5(g)
Seventh Amendment to Lease, dated May 18, 2020, by and between Ouster, Inc. and Mission Creative Ownership, LLC.
S-4/A 333-251611 10.13(g) 1/28/2021
10.6
NNN Lease, dated September 1, 2017, by and between Ouster, Inc. and SIC-350 Treat, LLC
S-4/A 333-251611 10.14 1/28/2021
10.6(a)
First Amendment to NNN Lease, dated January 1, 2018, by and between Ouster, Inc. and SIC-350 Treat, LLC
S-4/A 333-251611 10.14(a) 1/28/2021
10.6(b)
Second Amendment to NNN Lease, dated March 27, 2018, by and between Ouster, Inc. and SIC-350 Treat, LLC
S-4/A 333-251611 10.14(b) 1/28/2021
10.6(c)
Third Amendment to NNN Lease, dated November 15, 2021, by and between Ouster, Inc. and SIC-350 Treat, LLC
10-K 001-39463 10.6(c) 2/28/2022
10.7
Second Amended and Restated Non-Employee Director Compensation Program
10-K
001-39463
10.7 3/24/2023
10.8
Agreement and Plan of Merger and Plan of Reorganization, dated as of October 5, 2021, by and among Ouster, Inc., Sparrow Acquisition Sub., Inc., Sense Photonics, Inc., and Fortis Advisors LLC, solely in its capacity as Holders’ Agent
8-K 001-39463 2.1 10/5/2021
10.9+
Sense Photonics, Inc. 2017 Equity Incentive Plan, as amended
S-8 333-260576 99.1 10/29/2021
10.9(a)+
Form of Stock Option Agreement under the Sense Photonics, Inc. 2017 Equity Incentive Plan, as amended.
10-K 001-39463 10.9(a) 2/28/2022
10.10+
Ouster, Inc. Amended and Restated 2015 Stock Plan
S-1 333-254987 10.9 4/2/2021
10.10(a)+
Form of Stock Option Agreement under the Amended and Restated 2015 Stock Plan.
S-1 333-254987 10.9(a) 4/2/2021
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10.10(b)+
Form of Early Exercise Stock Option Agreement under the Amended and Restated 2015 Stock Plan.
S-1 333-254987 10.9(b) 4/2/2021
10.10(c)+
Form of Restricted Stock Unit Agreement under the Amended and Restated 2015 Stock Plan
S-1 333-254987 10.9(c) 4/2/2021
10.11+
Ouster, Inc. 2022 Employee Stock Purchase Plan
8-K 001-39463 10.1 6/14/2022
10.12#
Loan and Security Agreement, dated April 29, 2022, by and between the Company, Sense Photonics, Inc. and Hercules Capital, Inc.
10-Q 001-39463 10.1 5/6/2022
10.12(a)
First Amendment to Loan and Security Agreement, dated as of August 5, 2022, by and between the Company, Sense Photonics, Inc. and Hercules Capital, Inc.
10-Q 001-39463 10.5 11/8/2022
10.12(b)
Consent and Second Amendment to Loan and Security Agreement, dated November 1, 2022, by and among Ouster, Inc., Sense Photonics, Inc. and Hercules Capital, Inc.*
8-K 001-39463 10.1 11/7/2022
10.12(c)
Third Amendment to Loan and Security Agreement, dated February 10, 2023, by and among Ouster, Inc., Hercules Capital, Inc., and the lenders and guarantors party thereto.
10-K
001-39463
10.12(c)
3/24/2023
10.1 3 +
Form of Severance and Change in Control Agreement of Velodyne Lidar, Inc.
8-K 001-38703 10.1 6/14/2021
10.1 4 +
Offer Letter, by and between Ouster, Inc. and Darien Spencer, dated July 25, 2017
10-Q 001-39463 10.2 11/8/2022
10.1 5 +
Executive Employment Agreement by and between Velodyne Lidar, Inc. and Mark Weinswig, dated May 3, 2022
10-Q 001-38703 10.1 11/9/2022
10.1 6 +
Velodyne Lidar, Inc. 2020 Equity Incentive Plan
8-K 001-38703 10.2 10/5/2020
10.17+
Form of Stock Option Agreement under the Velodyne Lidar, Inc. 2020 Equity Incentive Plan
8-K 001-38703 10.5 10/5/2020
10.18+
Form of Restricted Stock Unit Agreement under the Velodyne Lidar, Inc. 2020 Equity Incentive Plan.
S-8 333-269748 99.1(b) 2/14/2023
10.19
Transaction Agreement, by and between Velodyne Lidar, Inc. and Amazon.com, Inc., dated as of February 4, 2022.
8-K 001-38703 10.1 2/7/2022
10.2 0
Joinder Agreement by and between Velodyne Lidar USA, Inc. and Hercules Capital , Inc., dated May 9, 2023.
10-Q
001-39463
10.1 8/14/2023
10.21
C red it Line Ag reement for Organizations and Business and Addendum , date d October 25, 2023, by and between the Company, UBS Bank USA, and UBS Financial Services Inc.
8-K
001-39463
10.1 10/31/2023
21.1
List of Subsidiaries
*
23.1
Consent of PricewaterhouseCoopers LLP
*
24.1
Power of Attorney
*
31.1
Certification of Chief Executive Officer pursuant to Rules 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended
*
31.2
Certification of Chief Financial Officer pursuant to Rules 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended
*
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
**
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32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
**
97.1
P olicy for Recovery of Erroneously Award ed Compensation
*
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document.
*
101.SCH Inline XBRL Taxonomy Extension Schema Document
*
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
*
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
*
101.LAB Inline XBRL Taxonomy Label Linkbase Document
*
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
*
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*
†
The annexes, schedules, and certain exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant hereby agrees to furnish supplementally a copy of any omitted annex, schedule or exhibit to the SEC upon request.
#
Certain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to Regulation S-K, Item 601(b)(10).
*
Filed herewith.
**
Furnished herewith.
+
Indicates a management contract or compensatory plan, contract or arrangement.
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Item 16. Form 10-K Summary
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Ouster, Inc.
Date: March 28, 2024
By: /s/ Mark Weinswig
Name: Mark Weinswig
Title: Chief Financial Officer (principal financial officer and principal accounting officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.
Signature
Title
Date
/s/ Angus Pacala Director, Co-Founder and Chief Executive Officer (Principal Executive Officer)
March 28, 2024
Angus Pacala
/s/ Mark Weinswig Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
March 28, 2024
Mark Weinswig
* Executive Chairman of the Board of Directors
March 28, 2024
Theodore L. Tewksbury, Ph.D.
* Director
March 28, 2024
Virginia Boulet
* Director
March 28, 2024
Susan Heystee
* Director March 28, 2024
Ernest Maddock
* Director March 28, 2024
Karin Rådström
* Director March 28, 2024
Kristin Slanina
* Director March 28, 2024
Riaz Valani
*By:
/s/ Mark Weinswig,
As Attorney in Fact
March 28, 2024
Mark Weinswig,
As Attorney in Fact
114