SEC FORM 3

SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Kreger Bradley Allen

(Last)

(First)

(Middle)

C/O VELO3D, INC.

511 DIVISION STREET

(Street)

CAMPBELL

95008

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/18/2023

3. Issuer Name and Ticker or Trading Symbol
Velo3D, Inc. [ VLD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Interim CEO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	62,384	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Unit (RSU)	⁽¹⁾	⁽¹⁾	Common Stock	467,148	⁽²⁾	D
Restricted Stock Unit (RSU)	⁽³⁾	⁽³⁾	Common Stock	20,794	⁽²⁾	D
Restricted Stock Unit (RSU)	⁽⁴⁾	⁽⁴⁾	Common Stock	805,866	⁽²⁾	D

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") vest as to 1/4th of the total grant on February 15, 2024, and thereafter 1/12th of the total grant vest quarterly until such time as the RSUs are 100% vested, subject to the continued service of the Reporting Person on each vesting date.

2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement for no consideration.

3. The RSUs vest in four equal quarterly installments on May 15, 2023, August 15, 2023, November 15, 2023, and February 15, 2024, subject to the continued service of the Reporting Person on each vesting date.

4. The RSUs vest as to 1/4th of the total grant on November 15, 2024, and thereafter 1/12th of the total grant vest quarterly until such time as the RSUs are 100% vested, subject to the continued service of the Reporting Person on each vesting date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Bernard Chung as attorney-in-fact for Bradley Allen Kreger	12/19/2023
	** Signature of Reporting Person	Date
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 5 (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.

New insider Kreger Bradley Allen claimed ownership of 62,384 shares (SEC Form 3)