STOCK TITAN

Velo3D (NASDAQ: VELO) director converts 3,188 RSUs, holds 16,564 shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Velo3D, Inc. director Lloyd Jason Michael exercised restricted stock units into common shares as part of his equity compensation. On March 27, 2026, he exercised 3,188 Restricted Stock Units, receiving 3,188 shares of Common Stock. Following the transactions, he held 9,564 common shares directly and 7,000 common shares indirectly in an individual retirement account, reflecting both his direct ownership and retirement-related holdings.

Positive

  • None.

Negative

  • None.

Insights

Director exercised 3,188 RSUs into shares, a routine compensation event.

Director Lloyd Jason Michael exercised 3,188 Restricted Stock Units on March 27, 2026, converting them into the same number of Common Stock shares. The transaction is coded "M" for derivative exercise, indicating equity compensation rather than an open‑market purchase or sale.

After these transactions, he held 9,564 Common Stock shares directly and 7,000 shares indirectly through an individual retirement account. A footnote clarifies the IRA holds securities for his benefit, and another footnote corrects a prior grant amount due to a clerical error.

Insider Lloyd Jason Michael
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Units 3,188 $0.00 --
Exercise Common Stock 3,188 $10.00 $32K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 11,187 shares (Direct); Common Stock — 9,564 shares (Direct); Common Stock — 7,000 shares (Indirect, See footnote)
Footnotes (1)
  1. Reflects an adjustment to a previously reported amount granted on 11/03/2025 from 13,376 to 7,000 due to a clerical error. The reported securities are held in an individual retirement account ("IRA") for the benefit of the reporting person. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration. The RSUs shall vest as to 25% of the total grant quarterly, commencing June 27, 2025, with the remainder of grant vesting on each subsequent September 27, 2025, December 27, 2025, March 27, 2026, and June 27, 2026, subject to the Reporting Person's continued service to the Issuer on each vesting date.
RSUs exercised 3,188 units Restricted Stock Units exercised on March 27, 2026
Common shares from exercise 3,188 shares Common Stock received upon RSU conversion
Direct holdings after transaction 9,564 shares Common Stock directly owned after March 27, 2026
Indirect IRA holdings 7,000 shares Common Stock held in an IRA for the reporting person
Corrected prior grant Reduced from 13,376 to 7,000 Adjustment to November 3, 2025 reported grant due to clerical error
Reported exercise price entry $10.00 per share Price field for 3,188 Common Stock shares in non-derivative line
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
individual retirement account ("IRA") financial
"The reported securities are held in an individual retirement account ("IRA") for the benefit"
clerical error financial
"from 13,376 to 7,000 due to a clerical error."
vest financial
"The RSUs shall vest as to 25% of the total grant quarterly, commencing June 27, 2025"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lloyd Jason Michael

(Last)(First)(Middle)
C/O VELO3D, INC.
2710 LAKEVIEW CT

(Street)
FREMONT CALIFORNIA 94538

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Velo3D, Inc. [ VELO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock03/27/2026M3,188A$109,564D
Common Stock7,000(1)ISee footnote(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)03/27/2026M3,188 (4) (4)Common Stock3,188$011,187D
Explanation of Responses:
1. Reflects an adjustment to a previously reported amount granted on 11/03/2025 from 13,376 to 7,000 due to a clerical error.
2. The reported securities are held in an individual retirement account ("IRA") for the benefit of the reporting person.
3. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.
4. The RSUs shall vest as to 25% of the total grant quarterly, commencing June 27, 2025, with the remainder of grant vesting on each subsequent September 27, 2025, December 27, 2025, March 27, 2026, and June 27, 2026, subject to the Reporting Person's continued service to the Issuer on each vesting date.
/s/ Bernard Chung as attorney-in-fact for Jason Lloyd03/31/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Velo3D (VELO) director Lloyd Jason Michael do in this Form 4?

Lloyd Jason Michael exercised 3,188 Restricted Stock Units into 3,188 shares of Velo3D Common Stock. The transaction is recorded as a derivative exercise, reflecting vesting of equity compensation rather than an open-market trade, and updates his direct and indirect share ownership totals.

How many Velo3D (VELO) shares does Lloyd Jason Michael hold after the transactions?

After the March 27, 2026 transactions, Lloyd Jason Michael held 9,564 Velo3D Common Stock shares directly. He also held 7,000 Common Stock shares indirectly through an individual retirement account, according to the filing’s ownership table and related footnotes describing the IRA arrangement.

What is the size of the RSU exercise reported for Velo3D (VELO)?

The filing reports exercise of 3,188 Restricted Stock Units, each convertible into one Velo3D Common Stock share for no consideration. A related entry shows 3,188 Common Stock shares at a reported price of $10.00, together describing the derivative exercise and resulting share issuance on March 27, 2026.

What correction does the Velo3D (VELO) Form 4 make regarding prior grants?

One footnote explains an adjustment to a previously reported grant dated November 3, 2025, reducing the reported amount from 13,376 to 7,000 shares. The correction is attributed to a clerical error, aligning the current reported indirect holdings with the accurate grant size.

How are Lloyd Jason Michael’s indirect Velo3D (VELO) holdings structured?

The Form 4 states his indirect Velo3D Common Stock holdings are in an individual retirement account for his benefit. After the correction noted in the footnote, this account holds 7,000 shares, clarifying the nature and amount of his retirement-related ownership in the company.