Sec Form 13G Filing - AEG Holdings LLC filing for LUMINAR TECHNOLOGIES INC (LAZR) - 2022-02-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Luminar Technologies, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.0001

(Title of Class of Securities)

550424105

(CUSIP Number)

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP No. 550424105

Luminar Technologies, Inc. (the “Issuer”)

2603 Discovery Drive, Suite 100, Orlando, Florida 32826

The information required by this Item is set forth in Appendix 1 attached hereto and incorporated by reference herein. This statement is being filed pursuant to a Joint Filing Agreement attached hereto as Exhibit 1 by (i) AEG Holdings, LLC (“AEG”), and (ii) Alec Gores, the managing member of AEG (“Mr. Gores” and, collectively, the “Reporting Persons”). This Amendment No. 1 (this “Amendment”) amends the Statement on Schedule 13G (the “Original Statement”) initially filed by the Reporting Persons and Gores Metropoulos Sponsor LLC (the “Sponsor”), GM Sponsor, LLC, a managing member of the Sponsor (“GM”), HRM Holdings, LLC, a managing member of the Sponsor (“HRM”) and C. Dean Metropoulos, the managing member of HRM, on January 27, 2020. At the time of the filing of the Original Statement, the Sponsor owned shares of the Issuer’s Class F Common Stock, which were convertible into shares of Class A Common Stock (as defined below), directly, and each of the Reporting Persons, GM, HRM and Mr. Metropoulos beneficially owned Shares of Class A Common Stock indirectly through their direct or indirect ownership interests in the Sponsor. On December 2, 2020, the Issuer (then known as Gores Metropoulos, Inc.) completed its business combination (the “Business Combination”) with Luminar Technologies, Inc. and was renamed Luminar Technologies, Inc. Subsequent to the filing of the Original Statement, the Business Combination and the expiration of the applicable lock-up periods, the Sponsor distributed all of the securities owned directly thereby to its members, none of which beneficially owned 5% or more of the shares of Class A Common Stock thereafter. This Amendment is filed solely to reflect the beneficial ownership by the Reporting Persons of less than 5% of the outstanding shares of Class A Common Stock and cessation of further reporting thereby on Schedule 13G.

The information required by this Item with respect to each Reporting Person is set forth in Appendix 1 hereto.

The information required by this Item with respect to each Reporting Person is set forth in Appendix 1 hereto.

Class A Common Stock, par value $0.0001 per share, of the Issuer (“Class A Common Stock”).

550424105

Not applicable.

As of December 31, 2021, AEG had shared voting and shared dispositive power with respect to 5,570,280 shares (“Shares”) of Class A Common Stock, consisting of (i) 4,183,955 Shares owned directly by AEG and (ii) 1,386,325 Shares issuable upon exercise of warrants owned directly by AEG. Mr. Gores had shared voting and shared dispositive power with respect to 6,133,651 Shares, consisting of (i) 4,183,955 Shares held directly by AEG as of December 31, 2021, (ii) 1,386,325 Shares issuable upon exercise of warrants held directly by AEG as of December

31, 2021, (iii) 12,692 Shares held directly by Alec Gores as of December 31, 2021, (iv) 152,534 Shares held by the NBI Irrevocable Trust No. 4, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, as of December 31, 2021 (v) 248,145 Shares held by the NBI Irrevocable Trust No. 5, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, as of December 31, 2021 and (vi) 150,000 Shares held by the NBI Irrevocable Trust No. 6, a trust of which the beneficiary is one of the children of Mr. Gores who is a member of his household, as of December 31, 2021. On January 20, 2022, AEG exercised such warrants on a cashless basis, resulting in the net issuance of 400,440 Shares and cancellation of the warrants. As a result, as of the date hereof, AEG currently holds 4,584,395 Shares directly and Mr. Gores currently beneficially owns an aggregate of 5,147,766 Shares. Mr. Gores is the managing member of AEG and, accordingly, may be deemed to have beneficial ownership of the shares of Class A Common Stock owned directly thereby.

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CUSIP No. 550424105

The following sets forth the beneficial ownership of the Class A Common Stock by each of the Reporting Persons as of December 31, 2021:

The percentages used herein and in the rest of this Schedule 13G are calculated based upon 259,965,800 shares of Class A Common Stock outstanding as of November 5, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021 filed with the SEC on November 15, 2021.

0 shares for AEG; and

0 shares for Mr. Gores.

5,570,280 shares for AEG; and

6,133,651 shares for Mr. Gores.

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CUSIP No. 550424105

0 shares for AEG; and

0 shares for Mr. Gores.

5,570,280 shares for AEG; and

6,133,651 shares for Mr. Gores.

As described above, on January 20, 2022, AEG exercised 1,386,325 warrants on a cashless basis, resulting in the net issuance of 400,440 Shares and cancellation of the warrants. As a result, as of the date hereof, AEG currently holds 4,584,395 Shares directly and Mr. Gores currently beneficially owns an aggregate of 5,147,766 Shares.

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following  ☒.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not applicable.

Item 8. Identification and Classification of Members of the Group.

Not applicable.

Item 9. Notice of Dissolution of Group.

Not applicable.

Item 10. Certification.

Not applicable.

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CUSIP No. 550424105

SIGNATURE

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: February 11, 2022

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Appendix 1

ADDRESS, ORGANIZATION AND PRINCIPAL BUSINESS OF EACH REPORTING PERSON REQUIRED BY ITEMS 2(b) AND (c):

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