GCAC / Growth Capital Acquisition Corp - Class A - Документы SEC, Годовой отчет, Доверенное заявление

Growth Capital Acquisition Corp - Класс А
US ˙ NASDAQ ˙ US39986V1070
ЭТОТ СИМВОЛ БОЛЬШЕ НЕ АКТИВЕН

Основная статистика
CIK 1498233
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Growth Capital Acquisition Corp - Class A
SEC Filings (Chronological Order)
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January 17, 2025 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-39959 CEPTON, INC. (Exact name of registrant as specified in its charter)

January 7, 2025 S-8 POS

As filed with the Securities and Exchange Commission on January 7, 2025

S-8 POS 1 dp223148s8pos-270706.htm FORM S-8 POS As filed with the Securities and Exchange Commission on January 7, 2025 Registration No. 333-278408 Registration No. 333-270706 Registration No. 333-264302 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO: Form S-8 Registration Statement No. 333-278408 Form S-8 Registration Statement No. 333-27

January 7, 2025 SC 13E3/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MANUFACTURING CO., LTD. Project Camaro Holdings, LLC (Names of Persons Filing Statement) Common Stock, $0.00001 par value per share (Title of Class of S

January 7, 2025 EX-3.2

CEPTON, INC. * * * * * ARTICLE 1

Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF CEPTON, INC. * * * * * ARTICLE 1 OFFICES Section 1.01. Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 1.02. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board of Directo

January 7, 2025 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 7, 2025 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numbe

January 7, 2025 POS AM

As filed with the Securities and Exchange Commission on January 7, 2025

As filed with the Securities and Exchange Commission on January 7, 2025 Registration No.

January 7, 2025 EX-99.1

Cepton Announces Completion of Acquisition by Koito, Ushering in New Era of Long-Term Lidar Deployment

Exhibit 99.1 Cepton Announces Completion of Acquisition by Koito, Ushering in New Era of Long-Term Lidar Deployment Strategic partnership to drive full-scale industrialization of lidar technology, with a strong focus on quality, reliability and sustainability ● The acquisition combines Cepton’s cutting-edge lidar technology with Koito’s global automotive expertise, paving the way for new advanceme

January 7, 2025 EX-4.2

AMENDMENT NO. 1 TO WARRANT AGREEMENT

Exhibit 4.2 AMENDMENT NO. 1 TO WARRANT AGREEMENT This AMENDMENT NO. 1 TO WARRANT AGREEMENT (this “Agreement”) is made as of January 7, 2025, by and between Cepton, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Warrant Agent”). WHEREAS, the Company and the Warrant Agent are parties to that certain Warrant

January 7, 2025 S-8 POS

As filed with the Securities and Exchange Commission on January 7, 2025

S-8 POS 1 dp223149s8pos-264302.htm FORM S-8 POS As filed with the Securities and Exchange Commission on January 7, 2025 Registration No. 333-278408 Registration No. 333-270706 Registration No. 333-264302 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO: Form S-8 Registration Statement No. 333-278408 Form S-8 Registration Statement No. 333-27

January 7, 2025 S-8 POS

As filed with the Securities and Exchange Commission on January 7, 2025

As filed with the Securities and Exchange Commission on January 7, 2025 Registration No.

January 7, 2025 EX-3.1

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CEPTON, INC.

Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CEPTON, INC. FIRST: The name of the corporation is Cepton, Inc. (the “Corporation”). SECOND: The address of the Corporation’s registered office in the State of Delaware is 251 Little Falls Drive, in the City of Wilmington, County of New Castle, State of Delaware, 19808, and the name of the Corporation’s registered agent at such

January 7, 2025 POS AM

As filed with the Securities and Exchange Commission on January 7, 2025

As filed with the Securities and Exchange Commission on January 7, 2025 Registration No.

December 20, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 20, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

December 10, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

December 10, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2024 CEPTON, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

November 21, 2024 SC 13E3/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MANUFACTURING CO., LTD. Project Camaro Holdings, LLC Project Camaro Merger Sub, Inc. (Names of Persons Filing Statement) Common Stock, $0.00001 par valu

November 21, 2024 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

November 13, 2024 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

November 13, 2024 EX-99.(C)(2)

EX-99.(C)(2)

EX-99.(C)(2) 2 ea021546004ex99-c2cepton.htm CONFIDENTIAL SPECIAL COMMITTEE PRESENTATION PREPARED BY CRAIG-HALLUM CAPITAL GROUP, LLC, DATED JANUARY 23, 2024, FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS OF CEPTON, INC Exhibit (C)(2)

November 13, 2024 EX-99.(C)(5)

EX-99.(C)(5)

Exhibit (C)(5)

November 13, 2024 EX-99.(C)(3)

EX-99.(C)(3)

Exhibit (C)(3)

November 13, 2024 EX-99.(C)(4)

EX-99.(C)(4)

Exhibit (C)(4)

November 13, 2024 CORRESP

Austin ● Century City ● Dallas ● Houston ● Los Angeles ● Newport Beach ● New York ● San Francisco ● Silicon Valley ● Washington, DC Beijing ● Brussels ● Hong Kong ● London ● Seoul ● Shanghai ● Singapore ● Tokyo

O’Melveny & Myers LLP 2765 Sand Hill Road Menlo Park, CA 94025-7019 T: +1650-473-2600 F: +1-650-473-2601 omm.

November 13, 2024 SC 13E3/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MANUFACTURING CO., LTD. Project Camaro Holdings, LLC Project Camaro Merger Sub, Inc. (Names of Persons Filing Statement) Common Stock, $0.00001 par valu

November 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ¨ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant

November 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

November 7, 2024 EX-99.1

Cepton, Inc. Reports Third Quarter 2024 Results

Exhibit 99.1 Cepton, Inc. Reports Third Quarter 2024 Results SAN JOSE, CA, November 7, 2024 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced its business updates and financial results for the third quarter ended September 30, 2024. “As we enter the fourth and final quarter of 2024, we are making significant strides

September 25, 2024 EX-99.(C)(3)

Confidential Special Committee Presentation prepared by Craig-Hallum Capital Group, LLC, dated February 13, 2024, for the Special Committee of the Board of Directors of Cepton, Inc.

Exhibit (C)(3) Private & Confidential [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24 b - 2 of the Securities Exchange Act of 1934 , as amended .

September 25, 2024 EX-FILING FEES

CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Cepton, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Cepton, Inc.

September 25, 2024 EX-99.(C)(5)

Confidential Special Committee Presentation prepared by Craig-Hallum Capital Group, LLC, dated July 28, 2024, for the Special Committee of the Board of Directors of Cepton, Inc.

Exhibit (C)(5) Private & Confidential Presentation to the Special Committee of the Board of Directors July 28, 2024 Understandings These materials and the information set forth herein were prepared by Craig - Hallum Capital Group LLC (“we” or “Craig - Hallum”) for the benefit and use of the Special Committee of the Board of Directors of Cepton, Inc .

September 25, 2024 SC 13E3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MANUFACTURING CO., L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Cepton Inc. (Name of the Issuer) Cepton Inc. KOITO MANUFACTURING CO., LTD. Project Camaro Holdings, LLC Project Camaro Merger Sub, Inc. (Names of Persons Filing Statement) Common Stock, $0.00001 par value per share (Title

September 25, 2024 PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

September 25, 2024 EX-99.(C)(2)

Confidential Special Committee Presentation prepared by Craig-Hallum Capital Group, LLC, dated January 23, 2024, for the Special Committee of the Board of Directors of Cepton, Inc.

Exhibit (C)(2) Private & Confidential [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24 b - 2 of the Securities Exchange Act of 1934 , as amended .

September 25, 2024 EX-FILING FEES

Filing Fee Tables.

Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 13E-3 (Form Type) Cepton, Inc.

September 25, 2024 EX-99.(F)(1)

Section 262 of the General Corporation Law of Delaware.

Exhibit (F)(1) DGCL Appraisal Provisions Section 262 of the General Corporation Law of the State of Delaware 262.

September 25, 2024 EX-99.(C)(4)

Confidential Special Committee Presentation prepared by Craig-Hallum Capital Group, LLC, dated June 26, 2024, for the Special Committee of the Board of Directors of Cepton, Inc.

Exhibit (C)(4) Private & Confidential [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b - 2 of the Securities Exchange Act of 1934, as amended.

September 9, 2024 EX-10.1

Employment Agreement by and between Cepton Technologies, Inc. and Jun Pei, dated September 9, 2024.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 9th day of September 2024, by and between Cepton Technologies, Inc., a Delaware corporation (the “Company”), and Jun Pei (the “Executive”). RECITALS THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts, understandings and intentions: A. The Company desires to employ the Exec

September 9, 2024 EX-10.2

Employment Agreement by and between Cepton Technologies, Inc. and Dongyi Liao dated September 9, 2024.

Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 9th day of September 2024, by and between Cepton Technologies, Inc., a Delaware corporation (the “Company”), and Dongyi Liao (the “Executive”). RECITALS THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts, understandings and intentions: A. The Company desires to employ the

September 9, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 9, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

September 9, 2024 EX-10.1

Employment Agreement by and between Cepton Technologies, Inc. and Jun Pei, dated September 9, 2024.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 9th day of September 2024, by and between Cepton Technologies, Inc., a Delaware corporation (the “Company”), and Jun Pei (the “Executive”). RECITALS THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts, understandings and intentions: A. The Company desires to employ the Exec

September 9, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 9, 2024 CEPTON, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 9, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

September 9, 2024 EX-10.2

Employment Agreement by and between Cepton Technologies, Inc. and Dongyi Liao dated September 9, 2024.

Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 9th day of September 2024, by and between Cepton Technologies, Inc., a Delaware corporation (the “Company”), and Dongyi Liao (the “Executive”). RECITALS THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts, understandings and intentions: A. The Company desires to employ the

August 13, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ¨ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as sp

August 12, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 12, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numbe

August 12, 2024 EX-99.1

Cepton, Inc. Reports Second Quarter 2024 Results

Exhibit 99.1 Cepton, Inc. Reports Second Quarter 2024 Results SAN JOSE, CA, August 12, 2024 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced its business updates and financial results for the second quarter ended June 30, 2024. “We are in the final stage of RFQ with a Top 10 global automotive OEM for our long-range

July 30, 2024 SC 13D/A

CPTN / Cepton, Inc. / Koito Manufacturing Co., Ltd. - FORM SC 13D/A Activist Investment

SC 13D/A 1 dp215616sc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 200 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. Sumitomo Fudosan Osaki Twin Bld

July 29, 2024 EX-10.1

Form of Voting Support Agreement.

Exhibit 10.1 Final Form VOTING SUPPORT AGREEMENT This Voting Support Agreement (this “Agreement”), dated as of July 29, 2024, is entered into by and among KOITO MANUFACTURING CO., LTD., a corporation organized under the laws of Japan (the “Parent”) and [●] (the “Supporting Stockholder”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to them in

July 29, 2024 EX-2.1

Agreement and Plan of Merger, by and among Cepton, Inc., KOITO MANUFACTURING CO., LTD. and Project Camaro Merger Sub, Inc. dated as of July 29, 2024.

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among CEPTON, INC., KOITO MANUFACTURING CO., LTD. and PROJECT CAMARO MERGER SUB, INC. Dated as of July 29, 2024 TABLE OF CONTENTS Page Article 1 Definitions & Interpretations Section 1.01. Certain Definitions 2 Section 1.02. Index of Defined Terms 16 Section 1.03. Certain Interpretations 18 Article 2 The Merger Section 2.01. The Mer

July 29, 2024 SC 13D/A

CPTN / Cepton, Inc. / Koito Manufacturing Co., Ltd. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 200 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. Sumitomo Fudosan Osaki Twin Bldg. East 5-1-18, Kitashinagawa, Shinagawa-ku

July 29, 2024 EX-99.12

Rollover Agreement, by and among the Reporting Person, Holdco and the Rollover Participants, dated July 29, 2024.

EX-99.12 2 dp215128ex9912.htm EXHIBIT 99.12 Exhibit 99.12 ROLLOVER AGREEMENT This ROLLOVER AGREEMENT (this “Agreement”), dated as of July 29, 2024 is entered into by and among KOITO MANUFACTURING CO., LTD., a corporation organized under the laws of Japan (“Buyer”), Project Camaro Holdings, LLC, a Delaware limited liability company and wholly owned subsidiary of Buyer (“Holdco”), and each holder of

July 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

July 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 27, 2024 CEPTON, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 27, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

July 29, 2024 EX-99.1

Press Release, dated July 29, 2024.

Exhibit 99.1 Cepton Signs Definitive Agreement to be Acquired by Koito ● After closing of the proposed transaction, Cepton will operate as a privately held indirect subsidiary of Koito in the U.S., with corporate headquarters in San Jose, CA. ● Cepton and Koito have partnered since 2017 to industrialize high-performance lidar solutions for mass-market automotive, smart infrastructure and industria

July 29, 2024 EX-2.1

Agreement and Plan of Merger, by and among Cepton, Inc., Koito Manufacturing Co., Ltd.. and Project Camaro Merger Sub, Inc. dated as of July 29, 2024

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among CEPTON, INC., KOITO MANUFACTURING CO., LTD. and PROJECT CAMARO MERGER SUB, INC. Dated as of July 29, 2024 TABLE OF CONTENTS Page Article 1 Definitions & Interpretations Section 1.01. Certain Definitions 2 Section 1.02. Index of Defined Terms 16 Section 1.03. Certain Interpretations 18 Article 2 The Merger Section 2.01. The Mer

July 29, 2024 EX-99.1

Cepton Signs Definitive Agreement to be Acquired by Koito

Exhibit 99.1 Cepton Signs Definitive Agreement to be Acquired by Koito ● After closing of the proposed transaction, Cepton will operate as a privately held indirect subsidiary of Koito in the U.S., with corporate headquarters in San Jose, CA. ● Cepton and Koito have partnered since 2017 to industrialize high-performance lidar solutions for mass-market automotive, smart infrastructure and industria

July 29, 2024 EX-10.1

Form of Voting Support Agreement (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on July 29, 2024).

Exhibit 10.1 Final Form VOTING SUPPORT AGREEMENT This Voting Support Agreement (this “Agreement”), dated as of July 29, 2024, is entered into by and among KOITO MANUFACTURING CO., LTD., a corporation organized under the laws of Japan (the “Parent”) and [●] (the “Supporting Stockholder”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to them in

July 29, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 27, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

June 17, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 17, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

May 15, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

May 14, 2024 EX-10.1

Engineering Services Contract, dated May 9, 2024 with Koito Manufacturing Co., Ltd

Exhibit 10.1 [Redacted] = Pursuant to Item 601(b)(10) of Regulation S-K, portions of this exhibit have been omitted as the registrant has determined that certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) the type of information that the company treats as private and confidential. Product Development Statem

May 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ¨ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as s

May 13, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 13, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

May 13, 2024 EX-99.1

Cepton, Inc. Reports First Quarter 2024 Results

Exhibit 99.1 Cepton, Inc. Reports First Quarter 2024 Results SAN JOSE, CA, May 13, 2024 – Cepton, Inc. (“Cepton”) (Nasdaq ticker: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financial results for the first quarter 2024 ended March 31, 2024. “We started fiscal year 2024 with strong results in our commercial activities, secur

April 1, 2024 EX-4.4

Description of Securities.

DESCRIPTION OF SECURITIES The following summary of the material terms of the Company’s securities is not intended to be a complete description of the rights and preferences of such securities.

April 1, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Cepton, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Stock, par value of $0

April 1, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as specif

April 1, 2024 S-8

As filed with the Securities and Exchange Commission on March 29, 2024

As filed with the Securities and Exchange Commission on March 29, 2024 Registration No.

April 1, 2024 EX-97.1

Clawback policy

Policy Regarding the Recoupment of Certain Compensation Payments Adopted by the Board of Directors, Effective as of October 2, 2023 In the event Cepton, Inc.

March 28, 2024 EX-99.1

Cepton, Inc. Reports Fourth Quarter and Full Year 2023 Results

Exhibit 99.1 Cepton, Inc. Reports Fourth Quarter and Full Year 2023 Results SAN JOSE, CA, March 28, 2024 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financial results for the fourth quarter and full year ended December 31, 2023. “We are building upon our extensive OEM project experience in

March 28, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 28, 2024 CEPTON, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 28, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

March 26, 2024 SC 13G

CPTN / Cepton, Inc. / WESTERLY CAPITAL MANAGEMENT, LLC Passive Investment

SC 13G 1 cptn.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Cepton, Inc. (Name of Issuer) Common stock, par value $0.00001 per share (Title of Class of Securities) 15673X 200 (CUSIP Number) March 21, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

March 21, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 20, 2024 CEPTON, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 20, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

February 13, 2024 SC 13G/A

CPTN / Cepton, Inc. / McCord Mark - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 ea193511-13ga1mccordcepton.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO SCHEDULE 13G Under the Securities Exchange Act of 1934 CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 200 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fi

February 13, 2024 SC 13G/A

CPTN / Cepton, Inc. / Pei Jun - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO SCHEDULE 13G Under the Securities Exchange Act of 1934 CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 200 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

January 5, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 5, 2024 CEPTON, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 5, 2024 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numbe

December 21, 2023 SC 13D/A

CPTN / Cepton, Inc. / Koito Manufacturing Co., Ltd. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 200 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. Sumitomo Fudosan Osaki Twin Bldg. East 5-1-18, Kitashinagawa, Shinagawa-ku

December 21, 2023 EX-99.9

[remainder of page intentionally left blank]

Exhibit 99.9 KOITO MANUFACTURING CO., LTD. Sumitomo Fudosan Osaki Twin Bldg. East, 5-1-18, Kitashinagawa, Shinagawa-ku, Tokyo 141-0001, JAPAN TEL : (81)3-3447-5141 FAX : (81)3-3447-1530 Members of the Special Committee Cepton, Inc. 399 West Trimble Road San Jose, CA 95131 Attention: Dr. Jun Ye, Lead Independent Director December 21, 2023 Re: Preliminary Indication of Interest Regarding Potential T

December 21, 2023 EX-99.1

Cepton, Inc. Confirms Receipt of Indication of Interest From Koito Manufacturing Co., Ltd.

Exhibit 99.1 Cepton, Inc. Confirms Receipt of Indication of Interest From Koito Manufacturing Co., Ltd. SAN JOSE, CA, December 21, 2023 – Cepton, Inc. (“Cepton” or the “Company”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, announced today that it has received a non-binding indication of interest from Koito Manufacturing Co., Ltd. (“Koito”) to acquire

December 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 21, 2023 CEPTON, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 21, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

December 13, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 11, 2023 CEPTON, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 11, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

November 13, 2023 EX-10.1

Employment Agreement, dated as of September 18, 2023, by and between Cepton, Inc. and Mitch Hourtienne (incorporated by reference to Exhibit 10.1 to the Current Report on Form 10-Q filed by the Company on November 13, 2023).

EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 18th day of September, 2023, by and between Cepton, Inc.

November 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ¨ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant

November 9, 2023 EX-99.1

Cepton, Inc. Reports Third Quarter 2023 Results

Exhibit 99.1 Cepton, Inc. Reports Third Quarter 2023 Results SAN JOSE, CA, November 9, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financial results for the third quarter ended September 30, 2023. “For the second consecutive quarter, we set new company records for shipment volumes for

November 9, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 9, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

September 22, 2023 EX-4.1

Form of Common Stock Certificate of the Company

Exhibit 4.1 Number C- [] SEE REVERSE FOR IMPORTANT NOTICE REGARDING OWNERSHIP AND TRANSFER RESTRICTIONS AND CERTAIN OTHER INFORMATION CPTN CUSIP 15673X 200 SEE REVERSE FOR CERTAIN DEFINITIONS CEPTON, INC. A Delaware Corporation INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE. COMMON STOCK SPECIMEN FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK. PAR VALUE OF $0.00001 PER SHARE OF CEPTON,

September 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 21, 2023 CEPTON, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 21, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Nu

September 22, 2023 EX-99.1

Cepton’s 1-for-10 Reverse Stock Split Becomes Effective The Company's Common Stock will begin trading on a split-adjusted basis on September 22, 2023

Exhibit 99.1 Cepton’s 1-for-10 Reverse Stock Split Becomes Effective The Company's Common Stock will begin trading on a split-adjusted basis on September 22, 2023 SAN JOSE, CA, September 21, 2023 – Cepton, Inc. (“Cepton” or the “Company”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, announced today that its previously announced 1-for-10 reverse stock s

September 18, 2023 EX-99.1

Cepton to Consolidate Shares with 1-for-10 Reverse Stock Split

Exhibit 99.1 Cepton to Consolidate Shares with 1-for-10 Reverse Stock Split SAN JOSE, CA, September 18, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, announced today that its Board of Directors (“Board”) has approved a 1-for-10 reverse stock split (“Reverse Stock Split”) of its common stock, par value $0.00001 per share (“

September 18, 2023 8-K

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 18, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Nu

September 18, 2023 EX-3.1

Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Company on September 18, 2023).

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CEPTON, INC. Pursuant to the provisions of § 242 of the General Corporation Law of the State of Delaware Cepton, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: FIRST: Article

September 7, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 7, 2023 CEPTON, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 7, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

August 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ¨ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as sp

August 8, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

August 7, 2023 EX-99.1

Cepton, Inc. Reports Second Quarter 2023 Results

Exhibit 99.1 Cepton, Inc. Reports Second Quarter 2023 Results SAN JOSE, CA, August 7, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financial results for the second quarter ended June 30, 2023. “We set new company records for shipment volumes across both automotive and smart infrastruct

August 7, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 7, 2023 CEPTON, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 7, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

July 26, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

May 19, 2023 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 18, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ¨ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as s

May 9, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 9, 2023 CEPTON, INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 9, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number) (

May 9, 2023 EX-99.1

Cepton, Inc. Reports First Quarter 2023 Results

Exhibit 99.1 Cepton, Inc. Reports First Quarter 2023 Results SAN JOSE, CA, May 9, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financial results for the first quarter ended March 31, 2023. “We started fiscal year 2023 with strong progress on our commercial activities,” said Jun Pei, Ce

April 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 13, 2023 CEPTON, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 13, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

April 6, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

March 24, 2023 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-262667 PROSPECTUS CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus relates to the resale, from time to time, of up to 14,700,000 shares of our common stock, par value $0.00001 per share (the “Common Stock”), by the selling stockholder, Lincoln Park Capital Fund, LLC (“Lincoln Park” or the “selling stockholder”). The shares o

March 24, 2023 424B3

CEPTON, INC. 118,776,933 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) Registration No. 333-262668 PROSPECTUS CEPTON, INC. 118,776,933 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the “Selling Securityholders”) of up to 118,776,933

March 21, 2023 POS AM

As filed with the Securities and Exchange Commission on March 20, 2023

As filed with the Securities and Exchange Commission on March 20, 2023 Registration No.

March 21, 2023 EX-FILING FEES

Filing Fee Table

EXHIBIT 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Cepton, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Stock, par value of $0.

March 21, 2023 S-8

As filed with the Securities and Exchange Commission on March 20, 2023

As filed with the Securities and Exchange Commission on March 20, 2023 Registration No.

March 21, 2023 POS AM

As filed with the Securities and Exchange Commission on March 20, 2023

As filed with the Securities and Exchange Commission on March 20, 2023 Registration No.

March 20, 2023 EX-4.5

Description of Securities.

DESCRIPTION OF SECURITIES The following summary of the material terms of the Company’s securities is not intended to be a complete description of the rights and preferences of such securities.

March 20, 2023 10-K

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as specif

March 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2023 CEPTON, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

March 14, 2023 EX-99.1

Cepton, Inc. Reports Fourth Quarter and Full Year 2022 Results

Exhibit 99.1 Cepton, Inc. Reports Fourth Quarter and Full Year 2022 Results SAN JOSE, CA, March 14, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financials for the fourth quarter and full year ended December 31, 2022. “We closed out our first year as a public company with notable achie

March 14, 2023 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 14 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the “Prospectus”), related to the resale, from time to ti

March 14, 2023 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 14 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 20

March 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2023 CEPTON, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

March 9, 2023 EX-99

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn

March 9, 2023 SC 13G/A

US15673X1019 / CEPTON INC / Point72 Asset Management, L.P. - CEPTON, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Cepton, Inc. (formerly known as Growth Capital Acquisition Corp.) (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X101 (CUSIP Number) December 31, 2022** (Date of Event Which Requires Filing of this Statement) Check th

February 14, 2023 SC 13G/A

US15673X1019 / CEPTON INC / Point72 Asset Management, L.P. - SCHEDULE 13G/A, AMENDMENT #2 Passive Investment

SC 13G/A 1 pt7213ga.htm SCHEDULE 13G/A, AMENDMENT #2 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* (Name of Issuer) Cepton, Inc. (formerly known as

February 6, 2023 SC 13G/A

US15673X1019 / CEPTON INC / LDV Partners Fund I, L.P. - AMENDMENT NO. 1 TO SCHEDULE 13 G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO SCHEDULE 13G Under the Securities Exchange Act of 1934 Cepton, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

February 6, 2023 SC 13G/A

US15673X1019 / CEPTON INC / Pei Jun - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

January 24, 2023 EX-99.1

Cepton, Inc. Announces Closing of $100 Million Investment from Koito Manufacturing

Exhibit 99.1 Cepton, Inc. Announces Closing of $100 Million Investment from Koito Manufacturing SAN JOSE, CA, January 20, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, announced today the completion of its previously announced $100 million investment (the “Investment”) from its long-term automotive Tier 1 partner and curre

January 24, 2023 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 13 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the “Prospectus”), related to the resale, from time to ti

January 24, 2023 EX-3.1

Certificate of Designations of Series A Convertible Preferred Stock, par value $0.00001, of Cepton, Inc., dated January 18, 2023 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Company on January 24, 2023).

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK, OF CEPTON, INC. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware (as amended, supplemented or restated from time to time, the “DGCL”), Cepton, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Secti

January 24, 2023 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 13 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 20

January 24, 2023 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 18, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

January 24, 2023 EX-10.1

Investor Rights Agreement, dated January 19, 2023, by and between Cepton, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.1 EXECUTION VERSION INVESTOR RIGHTS AGREEMENT by and between CEPTON, INC. and KOITO MANUFACTURING CO., LTD. Dated as of January 19, 2023 TABLE OF CONTENTS Page Article I Definitions Section 1.01. Definitions 1 Section 1.02. Certain Interpretations 9 Article II Governance and Other Rights Section 2.01. Actions at the Closing 11 Section 2.02. Committee Composition 11 Section 2.03. Investo

January 20, 2023 EX-99.8

CERTIFICATE OF DESIGNATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK, OF CEPTON, INC.

EXHIBIT 99.8 CERTIFICATE OF DESIGNATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK, OF CEPTON, INC. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware (as amended, supplemented or restated from time to time, the “DGCL”), Cepton, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Sect

January 20, 2023 SC 13D/A

US15673X1019 / CEPTON INC / Koito Manufacturing Co., Ltd. - AMENDMENT NO. 5 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. 4-8-3, Takanawa, Minato-ku Tokyo 108-8711 Japan Telephone: +81-3-3447-5142

January 20, 2023 EX-99.7

INVESTOR RIGHTS AGREEMENT by and between CEPTON, INC. KOITO MANUFACTURING CO., LTD. Dated as of January 19, 2023 TABLE OF CONTENTS

EX-99.7 2 dp186659ex9907.htm EXHIBIT 99.7 EXHIBIT 99.7 INVESTOR RIGHTS AGREEMENT by and between CEPTON, INC. and KOITO MANUFACTURING CO., LTD. Dated as of January 19, 2023 TABLE OF CONTENTS Page Article I Definitions Section 1.01. Definitions 1 Section 1.02. Certain Interpretations 8 Article II Governance and Other Rights Section 2.01. Actions at the Closing 10 Section 2.02. Committee Composition

January 11, 2023 8-K

Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 11, 2023 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

January 11, 2023 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 12 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the “Prospectus”), related to the resale, from time to ti

January 11, 2023 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 12 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 20

January 11, 2023 EX-99.1

Cepton, Inc. Stockholders Approve Issuance of Preferred Stock For Koito Manufacturing’s $100 Million Investment

Exhibit 99.1 Cepton, Inc. Stockholders Approve Issuance of Preferred Stock For Koito Manufacturing’s $100 Million Investment SAN JOSE, CA, January 11, 2023 – Cepton, Inc. (“Cepton”) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, announced today that its stockholders voted to approve the issuance of 100,000 shares of Series A Convertible Preferred Stock (

December 8, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

November 15, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 11 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 20

November 15, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 11 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to ti

November 14, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 10 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 20

November 14, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 13, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

November 14, 2022 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

November 14, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 10 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to ti

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant

November 8, 2022 EX-10.2

Patent Security Agreement, dated as of November 7, 2022, by and between Cepton Technologies, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.2 EXECUTION VERSION PATENT SECURITY AGREEMENT (Patents, Patent Applications and Patent Licenses) November 7, 2022 WHEREAS, Cepton Technologies, Inc., a Delaware corporation (herein referred to as the ?Lien Grantor?) owns, or in the case of licenses is a party to, the Patent Collateral (as defined below); WHEREAS, Lien Grantor and KOITO MANUFACTURING CO., LTD. (together with its successo

November 8, 2022 EX-99.1

Cepton, Inc. Reports Third Quarter 2022 Results

Exhibit 99.1 Cepton, Inc. Reports Third Quarter 2022 Results SAN JOSE, CA, November 8, 2022 ? Cepton, Inc. (?Cepton?) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, today announced business updates and financials for the third quarter ended September 30, 2022. ?Cepton achieved many milestones in the third quarter.? said Jun Pei, Cepton?s Co-Founder and C

November 8, 2022 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

November 8, 2022 EX-10.1

Security Agreement, dated as of November 7, 2022, by and between Cepton Technologies, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.1 EXECUTION VERSION SECURITY AGREEMENT dated as of November 7, 2022 between Cepton Technologies, Inc., a Delaware corporation (together with its successors, the ?Debtor?) and KOITO MANUFACTURING CO., LTD. (together with its successors and assigns, the ?Secured Party?). 1. Recitals. The parties hereto have entered into a Secured Term Loan Agreement dated October 27, 2022 (as amended, res

November 8, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 9 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

November 8, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 9 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

November 8, 2022 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 8, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

October 27, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 27, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numb

October 27, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 8 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

October 27, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 8 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

October 27, 2022 EX-99.1

Cepton, Inc. Announces Agreement for $100 Million Investment from Koito Manufacturing

Exhibit 99.1 Cepton, Inc. Announces Agreement for $100 Million Investment from Koito Manufacturing SAN JOSE, CA, October 27, 2022 ? Cepton, Inc. (?Cepton?) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high performance lidar solutions, announced today that it has entered into a binding investment agreement dated October 27, 2022 (?Investment Agreement?) for a $100 million investment fro

October 27, 2022 SC 13D/A

US15673X1019 / CEPTON INC / Koito Manufacturing Co., Ltd. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. 4-8-3, Takanawa, Minato-ku Tokyo 108-8711 Japan Telephone: +81-3-3447-5142

October 27, 2022 EX-10.1

Investment agreement, dated October 27, 2022, by and between Cepton, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.1 EXECUTION VERSION INVESTMENT AGREEMENT by and between CEPTON, INC. and KOITO MANUFACTURING CO., LTD. Dated as of October 27, 2022 TABLE OF CONTENTS Page Article 1 Definitions & Interpretations Section 1.01. Certain Definitions 2 Section 1.02. Index of Defined Terms 15 Section 1.03. Certain Interpretations 16 Article 2 Agreement to Sell and Purchase Section 2.01. Sale and Purchase 18 S

October 27, 2022 EX-10.3

Secured Term Loan Agreement, dated October 27, 2022, by and between Cepton Technologies, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.3 EXECUTION VERSION SECURED TERM LOAN AGREEMENT between CEPTON TECHNOLOGIES, INC., as Borrower, and KOITO MANUFACTURING CO., LTD., as Lender TABLE OF CONTENTS Page Article 1 Definitions Section 1.01. Definitions 1 Section 1.02. Terms Generally 6 Article 2 The Loan Section 2.01. Loan 6 Section 2.02. Borrowing of the Loan 6 Section 2.03. Funding of the Loan 7 Section 2.04. Repayment of th

October 27, 2022 EX-10.2

Form of Voting Support Agreement.

Exhibit 10.2 FORM OF VOTING SUPPORT AGREEMENT This Voting Support Agreement (this ?Agreement?), dated as of October 27, 2022, is entered into by and among KOITO MANUFACTURING CO., LTD., a corporation organized under the laws of Japan (the ?Investor?), Cepton, Inc., a Delaware corporation (the ?Company?), and [?] (the ?Supporting Stockholder?). Capitalized terms used but not otherwise defined in th

October 7, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 7 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

October 7, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 7 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

October 7, 2022 SC 13D/A

US15673X1019 / CEPTON INC / Koito Manufacturing Co., Ltd. - AMENDMENT NO. 3 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. 4-8-3, Takanawa, Minato-ku Tokyo 108-8711 Japan Telephone: +81-3-3447-5142

October 7, 2022 EX-99.3

October 6, 2022

October 6, 2022 CONFIDENTIAL Cepton, Inc. 399 W. Trimble Road San Jose, CA 95131 Attention: Dr. Jun Pei (Chairman of the Board & CEO) Re: Extension of the Exclusivity Agreement Ladies and Gentlemen: Reference is made to the letter regarding exclusivity agreement dated September 6, 2022 (the ?Original Signing Date?) between KOITO MANUFACTURING CO., LTD. (?Koito?) and Cepton, Inc. (?Cepton?) (the ?E

October 7, 2022 8-K

Other Events, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 6, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numbe

October 7, 2022 EX-10.1

Exclusivity agreement extension letter, dated October 6, 2022, by and between Cepton, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.1 October 6, 2022 CONFIDENTIAL Cepton, Inc. 399 W. Trimble Road San Jose, CA 95131 Attention: Dr. Jun Pei (Chairman of the Board & CEO) Re: Extension of the Exclusivity Agreement Ladies and Gentlemen: Reference is made to the letter regarding exclusivity agreement dated September 6, 2022 (the ?Original Signing Date?) between KOITO MANUFACTURING CO., LTD. (?Koito?) and Cepton, Inc. (?Cep

September 8, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 6 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

September 8, 2022 SC 13D/A

US15673X1019 / CEPTON INC / Koito Manufacturing Co., Ltd. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. 4-8-3, Takanawa, Minato-ku Tokyo 108-8711 Japan Telephone: +81-3-3447-5142

September 8, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 6 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

September 8, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 6, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

September 8, 2022 EX-10.1

Exclusivity Agreement, dated September 6, 2022, by and between Cepton, Inc. and Koito Manufacturing Co., Ltd.

Exhibit 10.1

September 8, 2022 EX-99.2

-1 of 2-

Exhibit 99.2 September 6, 2022 CONFIDENTIAL Cepton, Inc. 399 W. Trimble Road San Jose, CA 95131 Attention: Dr. Jun Pei (Chairman of the Board & CEO) Re: Exclusivity Agreement Ladies and Gentlemen: KOITO MANUFACTURING CO., LTD. (?Koito?) and Cepton, Inc. (?Cepton?) are discussing a possible investment in Cepton by Koito as described in the Non-Binding Indication of Interest dated August 29, 2022 de

August 30, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 5 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

August 30, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 5 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

August 30, 2022 SC 13D/A

US15673X1019 / CEPTON INC / Koito Manufacturing Co., Ltd. - FORM SC13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) Satoshi Kabashima KOITO MANUFACTURING CO., LTD. 4-8-3, Takanawa, Minato-ku Tokyo 108-8711 Japan Telephone: +81-3-3447-5142

August 30, 2022 EX-99.1

1 of 5

Exhibit 99.1 August 29, 2022 STRICTLY PRIVATE AND CONFIDENTIAL Cepton, Inc. 399 West Trimble Road San Jose, CA 95131 Attention: Dr. Jun Pei (Chairman of the Board, President and Chief Executive Officer) Re: Non-Binding Indication of Interest Ladies and Gentlemen: On behalf of KOITO MANUFACTURING CO., LTD. (“Koito”, “we”, “our” or “us”), we are pleased to submit our non-binding, preliminary letter

August 30, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 29, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Numbe

August 12, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 4 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

August 12, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 4 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

August 11, 2022 EX-10.6

Director Compensation Policy and form of Director RSU Grant, dated as of June 30, 2022.

Exhibit 10.6 CEPTON, INC. DIRECTOR COMPENSATION POLICY (Adopted June 30, 2022) Members of the Board of Directors (the ?Board?) of Cepton, Inc., a Delaware corporation (the ?Company?), who are not employed by the Company or one of its subsidiaries and are determined by the Board to be independent under applicable listing rules (?Independent Directors?) are entitled to the compensation set forth bel

August 11, 2022 EX-10.5

Amended and Restated Pledge Agreement, dated as of May 5, 2022, entered into by Cepton Technologies and Trinity

Exhibit 10.5 Amended and restated PLEDGE AGREEMENT THIS AMENDED AND RESTATED PLEDGE AGREEMENT (?Pledge Agreement?) dated as of May 5, 2022, is made by CEPTON TECHNOLOGIES, INC., a Delaware corporation (?Pledgor?), in favor of TRINITY CAPITAL INC., a Maryland corporation (?Lender?) (hereinafter, the ?Parties?). RECITALS A. Pledgor has entered into a Loan and Security Agreement with Lender, dated as

August 11, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as sp

August 11, 2022 EX-10.3

First Amendment to the Trinity Loan Agreement, dated as of May 5, 2022, entered into by Cepton Technologies and Trinity.

Exhibit 10.3 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Amendment?), dated as of May 5, 2022 (the ?First Amendment Effective Date?), is made among CEPTON TECHNOLOGIES, INC., a Delaware corporation (?Borrower?) and TRINITY CAPITAL INC., a Maryland corporation (?Lender?). RECITALS A. Borrower and Lender are parties to a Loan and Security

August 8, 2022 EX-99.1

Cepton, Inc. Reports Second Quarter 2022 Results

Exhibit 99.1 Cepton, Inc. Reports Second Quarter 2022 Results SAN JOSE, CA, August 8, 2022 ? Cepton, Inc. (?Cepton?) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high-performance MMT? lidar solutions, today announced business updates and financials for the second quarter ended June 30, 2022. ?We continue to meet our series production execution milestones,? said Jun Pei, Cepton?s Co-Fou

August 8, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 8, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

August 1, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 3 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

August 1, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 3 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

August 1, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 27, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

June 22, 2022 EX-10.1

Second Amendment to the Trinity Loan Agreement, dated as of June 20, 2022, entered into by Cepton Technologies and Trinity (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Cepton on June 20, 2022).

Exhibit 10.1 Execution Version SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Amendment?), dated as of June 20, 2022 (the ?Second Amendment Effective Date?), is made among CEPTON TECHNOLOGIES, INC., a Delaware corporation (?Borrower?) and TRINITY CAPITAL INC., a Maryland corporation (?Lender?). Borrower and Lender are parties to a Loan a

June 22, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 2 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (as supplemented prior to the date hereof, the ?Prospectus?), related to the resale, from time to tim

June 22, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 2 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

June 22, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 20, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

May 13, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated May 11, 2022) CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 2022 (the ?Prospectus?), related to the resale, from time to time, of up to 14,700,000 shares of our commo

May 13, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated May 11, 2022) CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 11, 202

May 13, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant as s

May 11, 2022 424B3

CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants

424B3 1 f424b30522ceptoninca.htm PROSPECTUS Filed Pursuant to Rule 424(b)(3) File No. 333-262668 PROSPECTUS CEPTON, INC. 138,431,899 Shares of Common Stock 5,175,000 Warrants to Purchase Shares of Common Stock 13,800,000 Shares of Common Stock Underlying Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the “Selling Se

May 11, 2022 EX-99.1

Cepton, Inc. Reports First Quarter 2022 Results

Exhibit 99.1 Cepton, Inc. Reports First Quarter 2022 Results SAN JOSE, CA, May 11, 2022 ? Cepton, Inc. (?Cepton?) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high-performance MMT? lidar solutions, today announced business updates and financials for the first quarter ended March 31, 2022. ?Following our public listing in February this year, Cepton is well equipped to execute on its 202

May 11, 2022 424B3

CEPTON, INC. Up to 14,700,000 Shares of Common Stock

424B3 1 f424b30522ceptonincb.htm PROSPECTUS Filed Pursuant to Rule 424(b)(3) File No. 333-262667 PROSPECTUS CEPTON, INC. Up to 14,700,000 Shares of Common Stock This prospectus relates to the resale, from time to time, of up to 14,700,000 shares of our common stock, par value $0.00001 per share (the “Common Stock”), by the selling stockholder, Lincoln Park Capital Fund, LLC (“Lincoln Park” or the

May 11, 2022 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 11, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

May 10, 2022 CORRESP

Cepton, Inc. 399 West Trimble Road San Jose, CA 95131

Cepton, Inc. 399 West Trimble Road San Jose, CA 95131 May 10, 2022 Via EDGAR Transmission U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Cepton, Inc. Registration Statement on Form S-1 (Registration No. 333-262668) Ladies and Gentlemen: In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the S

May 10, 2022 CORRESP

Cepton, Inc. 399 West Trimble Road San Jose, CA 95131

CORRESP 1 filename1.htm Cepton, Inc. 399 West Trimble Road San Jose, CA 95131 May 10, 2022 Via EDGAR Transmission U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Cepton, Inc. Registration Statement on Form S-1 (Registration No. 333-262667) Ladies and Gentlemen: In accordance with Rule 461 of Regulation C of the General Rules and

April 18, 2022 S-1/A

As filed with the Securities and Exchange Commission on April 15, 2022

As filed with the Securities and Exchange Commission on April 15, 2022 Registration No.

April 18, 2022 EX-FILING FEES

Filing Fee Exhibit

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Cepton, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carr

April 15, 2022 CORRESP

Cepton, Inc. 399 West Trimble Road San Jose, California 95131 (408) 459-7579

CORRESP 1 filename1.htm Cepton, Inc. 399 West Trimble Road San Jose, California 95131 (408) 459-7579 VIA EDGAR April 15, 2022 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Erin Donahue Re: Cepton, Inc. Registration Statement on Form S-1 Filed February 11, 2022 File No. 333-262667 Dear Ms. Donahue: Cepton,

April 15, 2022 EX-FILING FEES

Filing Fee Table

EXHIBIT 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Cepton, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Stock, par value of $0.

April 15, 2022 S-8

As filed with the Securities and Exchange Commission on April 14, 2022

As filed with the Securities and Exchange Commission on April 14, 2022 Registration No.

April 12, 2022 S-1/A

As filed with the Securities and Exchange Commission on April 11, 2022

As filed with the Securities and Exchange Commission on April 11, 2022 Registration No.

April 12, 2022 EX-FILING FEES

Filing Fee Exhibit

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Cepton, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry F

April 12, 2022 EX-10.9

Cepton, Inc. 2022 Equity Incentive Plan and Forms of Award Agreements (incorporated by reference to Exhibit 10.9 to the Registration Statement on Form S-1/A filed by Cepton on April 12, 2022).

EXHIBIT 10.9 CEPTON, INC. 2022 EQUITY INCENTIVE PLAN 1. PURPOSE OF PLAN The purpose of this Cepton, Inc. 2022 Equity Incentive Plan (this ?Plan?) of Cepton, Inc., a Delaware corporation (the ?Corporation?), is to promote the success of the Corporation by providing an additional means through the grant of awards to attract, motivate, retain and reward selected employees and other eligible persons a

April 11, 2022 CORRESP

Cepton, Inc. 399 West Trimble Road San Jose, California 95131 (408) 459-7579

Cepton, Inc. 399 West Trimble Road San Jose, California 95131 (408) 459-7579 VIA EDGAR April 11, 2022 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Erin Donahue Re: Cepton, Inc. Registration Statement on Form S-1 Filed February 11, 2022 File No. 333-2622688 Dear Ms. Donahue: Cepton, Inc. (the ?Company,? ?

April 5, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 5, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number)

April 5, 2022 EX-99.1

Cepton, Inc. Announces Chief Financial Officer Transition

Exhibit 99.1 Cepton, Inc. Announces Chief Financial Officer Transition SAN JOSE, CA, April 5, 2022 ? Cepton, Inc. (?Cepton?) (Nasdaq: CPTN), a Silicon Valley innovator and leader in high-performance MMT? lidar solutions, today announced the appointment of Hull Xu, the Company?s Vice President of Finance and Strategy, to the position of Chief Financial Officer, effective today. Mr. Xu will succeed

April 5, 2022 EX-10.1

Employment Agreement, dated April 5, 2022, between the Company and Hull Xu (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Cepton on April 5, 2022).

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered into this 5th day of April, 2022, by and between Cepton, Inc., a Delaware corporation (the ?Company?), and Hull Xu (the ?Executive?). RECITALS THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts, understandings and intentions: A. The Company desires to employ the Executive, and the E

March 31, 2022 EX-99.4

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION References in this section to ?we,? ?our,? ?us,? ?the Company? and ?Cepton? generally refer to Cepton, Inc. and its consolidated subsidiaries after giving effect to the Business Combination and ?Legacy Cepton? generally refers to Cepton Technologies, Inc. and its consolidated subsidiaries prior to the Business Combination. C

March 31, 2022 EX-99.1

We have identified a material weakness in our internal control over financial reporting. If our remediation of this material weakness is not effective, or if we experience additional material weaknesses in the future or otherwise fail to maintain an

Exhibit 99.1 We have identified a material weakness in our internal control over financial reporting. If our remediation of this material weakness is not effective, or if we experience additional material weaknesses in the future or otherwise fail to maintain an effective system of internal controls in the future, we may not be able to accurately or timely report our financial condition or results

March 31, 2022 EX-99.3

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS References in this section to ?we,? ?our,? ?us,? and ?Cepton? generally refer to Cepton Technologies, Inc. and its consolidated subsidiaries prior to the Business Combination and to New Cepton and its consolidated subsidiaries after giving effect to the Business Combination. The following discussion

March 31, 2022 8-K/A

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 31, 2022 (February 10, 2022) CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of

March 31, 2022 EX-99.2

CEPTON TECHNOLOGIES, INC. AND SUBSIDIARIES Index to Consolidated Financial Statements December 31, 2021 and 2020

Exhibit 99.2 CEPTON TECHNOLOGIES, INC. AND SUBSIDIARIES Index to Consolidated Financial Statements December 31, 2021 and 2020 Page Report of Independent Registered Public Accounting Firm 1 Consolidated Balance Sheets 2 Consolidated Statements of Operations and Comprehensive Loss 3 Consolidated Statements of Convertible Preferred Stock and Stockholders? Deficit 4 Consolidated Statements of Cash Flo

March 10, 2022 EX-99.1

Cepton, Inc. Reports Fourth Quarter and Full Year 2021 Results and Provides 2022 Business Updates and Milestones Successful public listing in February 2022, resulting in cash and available liquidity of $175 million Completed key production milestones

Exhibit 99.1 Cepton, Inc. Reports Fourth Quarter and Full Year 2021 Results and Provides 2022 Business Updates and Milestones Successful public listing in February 2022, resulting in cash and available liquidity of $175 million Completed key production milestones with Tier-1 partner Koito Manufacturing in support of General Motors Ultra Cruise program Completed near-range lidar (Nova) design and s

March 10, 2022 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 10, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Number

February 23, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 ☐ TRANSITION REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Cepton, Inc. (Exact name of registrant a

February 18, 2022 SC 13G

CPTN / Cepton Inc / LDV Partners Fund I, L.P. - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cepton, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) February 10, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

February 18, 2022 SC 13D

CPTN / Cepton Inc / Koito Manufacturing Co., Ltd. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) Jun Pei c/o Cepton, Inc. 399 West Trimble Road San Jose, CA 95131 Telephone: 408-459-7579 (Name, Address and Telephone Number of Person

February 16, 2022 SC 13G

CPTN / Cepton Inc / Pei Jun - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) February 10, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 16, 2022 SC 13G

CPTN / Cepton Inc / Cui Yupeng - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) February 10, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 16, 2022 SC 13G

CPTN / Cepton Inc / McCord Mark - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) February 10, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 16, 2022 SC 13G

CPTN / Cepton Inc / Ye Jun - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEPTON, INC. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 15673X 101 (CUSIP Number) February 10, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 14, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39959

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39959 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report

February 14, 2022 SC 13G/A

GCAC / Growth Capital Acquisition Corp. Class A / Point72 Asset Management, L.P. - SCHEDULE 13G (AMENDMENT NO. 1) Passive Investment

240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* (Name of Issuer) Growth Capital Acquisition Corp. (Title of Class of Securities) Class A Common Stock,

February 11, 2022 EX-21.1

List of Subsidiaries (incorporated by reference to Exhibit 21.1 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

EX-21.1 11 ea155007ex21-1ceptoninc.htm LIST OF SUBSIDIARIES Exhibit 21.1 LIST OF SUBSIDIARIES OF CEPTON, INC. Name of Subsidiary Jurisdiction of Organization Cepton Technologies, Inc. Delaware

February 11, 2022 EX-4.1

Form of Common Stock Certificate of the Company (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

EX-4.1 4 ea155007ex4-1ceptoninc.htm FORM OF COMMON STOCK CERTIFICATE OF THE COMPANY Exhibit 4.1 Number C- [] SEE REVERSE FOR IMPORTANT NOTICE REGARDING OWNERSHIP AND TRANSFER RESTRICTIONS AND CERTAIN OTHER INFORMATION CPTN CUSIP 15673X 101 SEE REVERSE FOR CERTAIN DEFINITIONS CEPTON, INC. A Delaware Corporation INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE. COMMON STOCK SPECIMEN FULLY PAID A

February 11, 2022 EX-99.2

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION References in this section to ?we,? ?our,? ?us,? ?the Company? and ?Cepton? generally refer to Cepton, Inc. and its consolidated subsidiaries after giving effect to the Business Combination and ?Legacy Cepton? generally refers to Cepton Technologies, Inc. and its consolidated subsidiaries prior to the Business Combination. C

February 11, 2022 S-1

Power of Attorney (included on the signature page of the Registration Statement filed by Cepton on February 11, 2022).

As filed with the Securities and Exchange Commission on February 11, 2022 Registration No.

February 11, 2022 EX-FILING FEES

Filing Fee Exhibit

Exhibit 107 Calculation of Filing Fee Tables Form S-1 ????.. (Form Type) Cepton, Inc. ????????????????????.. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate A

February 11, 2022 EX-FILING FEES

Filing Fee Exhibit

Exhibit 107 Calculation of Filing Fee Tables Form S-1 ????.. (Form Type) Cepton, Inc. ????????????????????.. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amou

February 11, 2022 EX-3.1

Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GROWTH CAPITAL ACQUISITION CORP. Pursuant to the provisions of ? 242 and ? 245 of the General Corporation Law of the State of Delaware Growth Capital Acquisition Corp. (the ?Corporation?), a corporation organized and the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: FIRST: The p

February 11, 2022 EX-10.10

Cepton, Inc. Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.10 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

EX-10.10 7 ea155007ex10-10ceptoninc.htm CEPTON, INC. EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.10 CEPTON, INC. EMPLOYEE STOCK PURCHASE PLAN 1. PURPOSE The purpose of this Plan is to assist Eligible Employees in acquiring a stock ownership interest in the Corporation, at a favorable price and upon favorable terms, pursuant to a plan which is intended to qualify as an “employee stock purchase plan” un

February 11, 2022 EX-10.9

Cepton, Inc. 2022 Equity Incentive Plan (incorporated by reference to Exhibit 10.9 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

Exhibit 10.9 CEPTON, INC. 2022 EQUITY INCENTIVE PLAN 1. PURPOSE OF PLAN The purpose of this Cepton, Inc. 2022 Equity Incentive Plan (this ?Plan?) of Cepton, Inc., a Delaware corporation (the ?Corporation?), is to promote the success of the Corporation by providing an additional means through the grant of awards to attract, motivate, retain and reward selected employees and other eligible persons a

February 11, 2022 S-1

Power of Attorney (included on the signature page of the Registration Statement filed by Cepton on February 11, 2022).

As filed with the Securities and Exchange Commission on February 11, 2022 Registration No.

February 11, 2022 EX-10.8

Form of Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.8 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

Exhibit 10.8 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of [], 2022 by and between Cepton, Inc., a Delaware corporation (the ?Company?), and [] (?Indemnitee?). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement. RECITALS WHEREAS, highly competent persons have

February 11, 2022 EX-99.1

Cepton Technologies and Growth Capital Acquisition Corp. Announce Closing of Business Combination

EX-99.1 12 ea155007ex99-1ceptoninc.htm JOINT PRESS RELEASE, DATED AS OF FEBRUARY 10, 2022. Exhibit 99.1 Cepton Technologies and Growth Capital Acquisition Corp. Announce Closing of Business Combination SAN JOSE, CA, February 10, 2022 – Cepton Technologies, Inc. (“Cepton”), a Silicon Valley innovator and leader in high-performance MMT® lidar solutions and Growth Capital Acquisition Corp. (“GCAC”) (

February 11, 2022 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 10, 2022 CEPTON, INC. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction of incorporation) (Commission File Num

February 11, 2022 EX-3.2

Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CEPTON, INC. A Delaware Corporation Effective February 10, 2022 Table of Contents Annex C Pages Article I OFFICES 1 1.1 Principal Executive Office 1 1.2 Registered Office 1 1.3 Other Offices 1 Article II STOCKHOLDERS? MEETINGS 1 2.1 Place of Meetings 1 2.2 Annual Meetings 1 2.3 Special Meetings 1 2.4 Notice 1 2.5 Adjournments 2 2.6 Quorum 2 2.7 Voting 2 2

February 11, 2022 EX-10.11

Legacy Cepton Stock Incentive Plan (incorporated by reference to Exhibit 10.11 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

Exhibit 10.11 CEPTON TECHNOLOGIES, INC. STOCK INCENTIVE PLAN PREFACE This Plan is divided into two separate equity programs: (1) the option and stock appreciation rights grant program set forth in Section 5 under which Eligible Persons (as defined in Section 3) may, at the discretion of the Administrator, be granted Options and/or SARs, and (2) the stock award program set forth in Section 6 under

February 11, 2022 EX-14.1

Cepton, Inc. Code of Conduct and Ethics (incorporated by reference to Exhibit 14.1 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

EX-14.1 9 ea155007ex14-1ceptoninc.htm CEPTON, INC. CODE OF CONDUCT AND ETHICS Exhibit 14.1 CEPTON, INC. CODE OF CONDUCT AND ETHICS Cepton, Inc. and its subsidiaries (collectively, the “Company”) believe that a strong commitment to high ethical, moral and legal principles in every aspect of the Company’s business is essential for our success. Accordingly, we have adopted this Code of Conduct and Et

February 11, 2022 EX-16.1

Letter from Marcum LLP to the SEC, dated February 10, 2022 (incorporated by reference to Exhibit 16.1 to the Current Report on Form 8-K filed by Cepton on February 10, 2022).

EX-16.1 10 ea155007ex16-1ceptoninc.htm LETTER FROM MARCUM LLP TO THE SEC, DATED FEBRUARY 10, 2022 Exhibit 16.1 February 10, 2022 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Cepton, Inc. (formerly Growth Capital Acquisition Corp.) under Item 4.01 of its Form 8-K dated February 10, 2022. We agree with the statements co

February 9, 2022 EX-10.1

Form of Amendment to Subscription Agreement, dated as of February 3, 2022, by and among Growth Capital Acquisition Corp., and the PIPE Investors.

Exhibit 10.1 AMENDMENT TO THE SUBSCRIPTION AGREEMENT This Amendment (this "Amendment") to that certain Subscription Agreement, dated as of August 4, 2021 (the "Subscription Agreement") is entered into as of February 3, 2022 (the "Effective Date"), by and among Growth Capital Acquisition Corp., a Delaware corporation ("GCAC"), and the undersigned ("Subscriber"). Capitalized terms used but not defin

February 9, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2022 (February 3, 2022) GROWTH CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction

February 9, 2022 EX-99.1

Growth Capital Acquisition Corp. Announces Stockholder Approval of Business Combination with Cepton Technologies, Inc.

Exhibit 99.1 Growth Capital Acquisition Corp. Announces Stockholder Approval of Business Combination with Cepton Technologies, Inc. New York, NY, February 9, 2022- Growth Capital Acquisition Corp. (NASDAQ: GCACU, GCAC and GCACW) (?Growth Capital or ?GCAC?), a special purpose acquisition company, today announced that its stockholders have voted to approve the proposed business combination (the ?Bus

February 9, 2022 EX-10.1

Form of PIPE Subscription Agreement Amendment (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by GCAC on February 9, 2022).

Exhibit 10.1 AMENDMENT TO THE SUBSCRIPTION AGREEMENT This Amendment (this "Amendment") to that certain Subscription Agreement, dated as of August 4, 2021 (the "Subscription Agreement") is entered into as of February 3, 2022 (the "Effective Date"), by and among Growth Capital Acquisition Corp., a Delaware corporation ("GCAC"), and the undersigned ("Subscriber"). Capitalized terms used but not defin

February 9, 2022 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2022 (February 3, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2022 (February 3, 2022) GROWTH CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39959 27-2447291 (State or other jurisdiction

February 9, 2022 EX-99.1

Growth Capital Acquisition Corp. Announces Stockholder Approval of Business Combination with Cepton Technologies, Inc.

Exhibit 99.1 Growth Capital Acquisition Corp. Announces Stockholder Approval of Business Combination with Cepton Technologies, Inc. New York, NY, February 9, 2022- Growth Capital Acquisition Corp. (NASDAQ: GCACU, GCAC and GCACW) (?Growth Capital or ?GCAC?), a special purpose acquisition company, today announced that its stockholders have voted to approve the proposed business combination (the ?Bus

January 24, 2022 EX-2.1

Amendment to Business Combination Agreement, dated as of January 21, 2022, by and among Growth Capital Acquisition Corp., GCAC Merger Sub Inc. and Cepton Technologies, Inc.

Exhibit 2.1 AMENDMENT TO THE BUSINESS COMBINATION AGREEMENT This Amendment (this “Amendment”) to that certain Business Combination Agreement dated as of August 4, 2021 (the “Business Combination Agreement”) is entered into as of January 21, 2022 (the “Effective Date”), by and among Growth Capital Acquisition Corp., a Delaware corporation (“GCAC”), GCAC Merger Sub, Inc., a Delaware corporation (“Me

January 24, 2022 EX-99.1

Cepton Technologies to Host Virtual Investor Day on January 27, 2022

Exhibit 99.1 Cepton Technologies to Host Virtual Investor Day on January 27, 2022 SAN JOSE, CA ? Cepton Technologies, Inc. (?Cepton?), a Silicon Valley innovator and leader in high performance MMT? lidar solutions announced today that it will host a virtual investor day event on Thursday, January 27, 2022, beginning at 12:00 p.m. ET and is expected to conclude by 2:00 p.m. ET. During the event, Ce

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