Ouster Inc
For the period ended Dec 31, 2023. Filed Mar 28, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 28, 2024
OUST$38.22-0.9%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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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 Incorporation of Ouster, Inc. | 8-K | 001-39463 | 3.1 | 4/20/2023 | |
| 3.3 | Amended 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 | |
| 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 |
| 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 | |
| 10.13+ | Form of Severance and Change in Control Agreement of Velodyne Lidar, Inc. | 8-K | 001-38703 | 10.1 | 6/14/2021 | |
| 10.14+ | Offer Letter, by and between Ouster, Inc. and Darien Spencer, dated July 25, 2017 | 10-Q | 001-39463 | 10.2 | 11/8/2022 | |
| 10.15+ | 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 | |
| 10.16+ | 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 | |
| 10.20 | 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 | Credit Line Agreement for Organizations and Business and Addendum, dated 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 | ** | ||||
| 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 | Policy for Recovery of Erroneously Awarded 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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