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SCHEDULE Filed 2025-01-07 Event 2025-01-07 SEC 0000950103-25-000228 →

Koito Manufacturing Co., Ltd. Cepton, Inc.

Stake: 100.00% Shares: 8,450,640 CUSIP: 15673X200 Class: Common Stock, par value $0.00001 per share

Item 4 — Purpose of Transaction

Item 4 is hereby supplemented by adding the following paragraphs: On January 7, 2025, pursuant to the terms of the Merger Agreement, Merger Sub was merged with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Holdco. As a result of the Merger, each share of Common Stock issued and outstanding immediately before the Effective Time (other than (a) shares of Common Stock held by any subsidiary of the Issuer immediately prior to the Effective Time; (b) shares of Common Stock held by Koito or any of its subsidiaries or owned by the Issuer as treasury stock, in each case, immediately prior to the Effective Time; and (c) shares of Common Stock that were issued and outstanding immediately prior to the Effective Time and for which the holder thereof was entitled to demand and properly demanded the appraisal of such shares in accordance with, and complied in all respects with, Section 262 of the General Corporation Law of the State of Delaware) was converted automatically into the right to receive $3.17 per share and canceled, and each share of capital stock of Merger Sub issued and outstanding immediately prior to the Effective Time was converted into and became one (1) share of Common Stock. Pursuant to the Merger Agreement, the shares of Series A Preferred Stock issued and outstanding immediately prior to the Effective Time remained outstanding and were not canceled. Each of the Voting Support Agreements terminated in accordance with their terms upon receipt of the requisite stockholder approval at the stockholder meeting of the Issuer held on December 20, 2024. In addition, pursuant to the Rollover Agreement, immediately prior to the Effective Time, the Rollover Participants contributed the Rollover Shares, and Koito contributed (i) 1,962,474 shares of Common Stock and (ii) 100,000 shares of Series A Preferred Stock, to Holdco.

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