Jinying Chen - Feb 10, 2022 Form 3 Insider Report for Cepton, Inc. (CPTN)

Role: Corporate Controller
Signature: /s/ Jinying (Jenny) Chen
Stock symbol: CPTN
Transactions as of: Feb 10, 2022
Transactions value $: $0
Form type: 3
Date filed: 2/11/2022, 04:59 PM

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	CPTN	Employee Stock Option (right to buy)							Feb 10, 2022	Common Stock	171K	$0.97	Direct	F1, F2
holding	CPTN	Employee Stock Option (right to buy)							Feb 10, 2022	Common Stock	73.5K	$0.83	Direct	F2, F3
holding	CPTN	Employee Stock Option (right to buy)							Feb 10, 2022	Common Stock	49K	$1.26	Direct	F2, F4
holding	CPTN	Employee Stock Option (right to buy)							Feb 10, 2022	Common Stock	73.5K	$5.34	Direct	F2, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The stock options vested as to 25% of the total number of shares of Common Stock subject to the stock options on November 4, 2020. The remaining 75% of the total number of shares of Common Stock subject to the stock options vest thereafter in 36 substantially equal monthly installments.
F2	Pursuant to the Business Combination Agreement, dated as of August 4, 2021 (as amended by the Amendment to the Business Combination Agreement, dated as of January 21, 2022, and as it may be further amended or supplemented from time to time, the "Business Combination Agreement"), by and among Growth Capital Acquisition Corp. ("GCAC" and, upon consummation of the business combination, the surviving Issuer as renamed Cepton, Inc.), Cepton Technologies, Inc., a Delaware corporation ("Former Cepton"), and GCAC Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of GCAC, on February 10, 2022 (the "Effective Date"), all shares of common stock subject to stock options of Former Cepton were automatically converted into shares of the Issuer's Common Stock based on a 1-to-2.449 conversion ratio.
F3	The stock options vested as to 25% of the total number of shares of Common Stock subject to the stock options on May 15, 2021. The remaining 75% of the total number of shares of Common Stock subject to the stock options vest thereafter in 36 substantially equal monthly installments.
F4	The stock options vested as to 25% of the total number of shares of Common Stock subject to the stock options on November 23, 2021. The remaining 75% of the total number of shares of Common Stock subject to the stock options vest thereafter in 36 substantially equal monthly installments.
F5	The stock options will vest as to 25% of the total number of shares of Common Stock subject to the stock options on March 2, 2022. The remaining 75% of the total number of shares of Common Stock subject to the stock options vest thereafter in 36 substantially equal monthly installments.