▸ Our inability to secure OEM program wins through our partnerships, or to successfully build and expand the OPTISTM ecosystem, could materially and adversely affect our business, financial condition, results of operations, and prospects.· · · · ● 1 ▸ Our strategic partnerships may not result in OEM program wins or commercial success, and the success of our OPTISTM strategy depends on attracting developers and partners to expand our ecosystem.· · · · ● 1 ▸ Actions that we have taken or may take in the future, related to the implementation of our strategic initiatives may be costly and not successful.· · · ● ● 2 rw ▸ Any restructuring actions and cost reduction initiatives that we undertook, or may undertake in the future, may not deliver the results we expect, and these actions may adversely affect our business.· · ● ● ● 3 ▸ Our business and operations could be negatively affected if we become subject to stockholder activism, which could cause us to incur significant expense, disrupt our business, result in a proxy contest or litigation, or impact our stock price.· · ● ● ● 3 ▸ Our financial results could vary significantly from quarter to quarter and are difficult to predict, particularly in light of the current economic environment, which in turn could cause volatility in our stock price.· · ● ● ● 3 ▸ We are highly dependent on the services of our executive officers.· · ● ● ● 3 ▸ We expect to continue investing in R&D and commercializing new products, which could significantly reduce our profitability and may never result in revenue to us.· · ● ● ● 3 rw ▸ Our cash and cash equivalents could be adversely affected if the financial institutions in which we hold our cash and cash equivalents fail.· ● ● ● ● 4 ▸ The market price and trading volume of our common stock may be volatile and could decline significantly, including for matters related to Nasdaq listing standards.· ● ● ● ● 4 rw ▸ A significant natural disaster, such as an earthquake, fire, flood, hurricane, or significant power outage or· · ● · · 1 ▸ Actions that we have taken related to implement our automotive-first strategic initiative may not be successful.· · ● · · 1 ▸ The markets for sensing technology applicable to autonomous solutions across numerous industries are highly competitive. Our future success will depend on our ability to achieve a leadership position in our targeted· · ● · · 1 ▸ To date, we have very limited experience with acquisitions and the integration of acquired technology and· · ● · · 1 ▸ We currently have a number of agreements in effect pursuant to which we have agreed to defend,· · ● · · 1 ▸ Sales to international customers accounted for 32% and 26% of our revenue during the twelve months· ● · · · 1 ▸ If we do not maintain sufficient inventory or if we do not adequately manage our inventory, we could lose sales or incur higher inventory-related expenses, which could negatively affect our operating results.● ● · · · 2 ▸ Interruption or failure of our information technology and communications systems could impact our ability to effectively provide services we may implement in the future.● ● ● · · 3 ▸ Our business could be materially and adversely affected by the lingering impacts of the global COVID-19 pandemic or other potential epidemics and outbreaks, such as "bird flu."● ● ● ● · 4 rw ▸ We are highly dependent on the services of our executive officers, in particular Luis Dussan, one of our founders and Chief Technology Officer, and Matthew Fisch, our Chief Executive Officer.● ● · · · 2 rw ▸ We expect to continue to incur substantial R&D costs and devote significant resources to identifying and commercializing new products, which could significantly reduce our profitability and may never result in revenue to us.● ● · · · 2 rw ▸ We intend to engage with contract manufacturers outside the United States, therefore we will be subject to these risks, each of which could increase our costs and decrease our profit margins.● ● · · · 2 rw ▸ We, our outsourcing partners, and our suppliers rely on complex machinery for production of our lidar solutions, which involves a significant degree of risk and uncertainty in terms of operational performance and costs.● ● ● · · 3 ▸ Adverse conditions in the automotive industry or downturns in domestic or global economic conditions, or other macroeconomic factors more generally, could have adverse effects on our results of operations.● ● ● ● ● 5 ▸ Any patent applications we file may not ultimately issue or be registered as we anticipated, or at all, which may have a material adverse effect on our ability to prevent others from commercially exploiting products similar to ours.● ● ● ● ● 5 rw ▸ Changes to trade policy, tariffs, and import/export regulations may have a material adverse effect on our business, financial condition, and results of operations.● ● ● ● ● 5 ▸ Customers may be less likely to purchase our lidar solutions if they are not convinced that our business will succeed or that our service and support and other operations will continue in the long term.● ● ● ● ● 5 ▸ Customers with which we enter into supply agreements may require changes to our products or may be subject to renegotiation or termination in a short time period, which would materially and adversely affect our business.● ● ● ● ● 5 ▸ Developments in alternative technologies may adversely affect the demand for our technology.● ● ● ● ● 5 ▸ If our deterministic artificial intelligence-driven sensing system is not selected for inclusion in ADAS technology by automotive OEMs or their suppliers, our business will be materially and adversely affected.● ● ● ● ● 5 ▸ If we fail to maintain an effective system of internal controls, our ability to produce timely and accurate financial statements or comply with applicable regulations could be adversely affected.● ● ● ● ● 5 ▸ group Legal and Regulatory Risks Related to Our Business● ● ● ● ● 5 ▸ Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.● ● ● ● ● 5 ▸ Our business depends substantially on the efforts of our executive officers and highly skilled personnel, and our operations may be severely disrupted if we lose their services.● ● ● ● ● 5 rw ▸ Our business may be adversely affected by changes in regulations of automobiles and lasers or concerns that drive further regulation of the Automotive and laser markets.● ● ● ● ● 5 rw ▸ Our business may be adversely affected if we fail to comply with the regulatory requirements under the Federal Food, Drug, and Cosmetic Act or other requirements imposed by the Food and Drug Administration, or FDA.● ● ● ● ● 5 ▸ Our forward-looking estimates of certain financial metrics may prove inaccurate.● ● ● ● ● 5 ▸ Our investments in educating our customers and potential customers about the advantages of lidar and our applications may not result in sales of our products.● ● ● ● ● 5 ▸ Our limited operating history makes it difficult to evaluate our future prospects and the risks and challenges we may encounter.● ● ● ● ● 5 ▸ Our management team has limited experience managing a public company.● ● ● ● ● 5 ▸ Our outsourced manufacturing business model for the Non-Automotive market may not be successful, which could harm our ability to deliver products and recognize revenue in the Non-Automotive market.● ● ● ● ● 5 rw ▸ Our sales and operations in international markets expose us to associated operational, financial, and regulatory risks.● ● ● ● ● 5 ▸ Regulations related to conflict minerals may cause us to incur additional expenses and could limit the supply and increase the costs of certain metals used in the manufacturing of our products.● ● ● ● ● 5 ▸ group Risk Factors Relating to Our Business and Industry● ● ● ● ● 5 ▸ group Risks Related to Being a Public Company● ● ● ● ● 5 ▸ group Risks Related to Our Intellectual Property● ● ● ● ● 5 ▸ Since many of the markets in which we compete are new and rapidly evolving, it is difficult to forecast long-term end-customer adoption rates and demand for our products.● ● ● ● ● 5 ▸ The adoption of autonomous and ADAS features by automotive OEMs may be delayed and our business impacted, as additional emissions and safety requirements are imposed on vehicle manufacturers.● ● ● ● ● 5 ▸ The average selling prices of our products or our fees or royalties from technology licenses could decrease rapidly over the life of the product or license term, which may negatively affect our revenue and gross margin.● ● ● ● ● 5 ▸ The markets in which we compete are characterized by rapid technological change, which requires us to continue to develop new products and product innovations, and could adversely affect market adoption of our products.● ● ● ● ● 5 ▸ The occurrence of any of these risks could negatively affect our international business and consequently our business, operating results, and financial condition.● ● ● ● ● 5 ▸ The period of time from a design win to implementation is long and we are subject to the risks of cancellation or postponement of the contract or unsuccessful implementation.● ● ● ● ● 5 ▸ Third-party claims that we are infringing intellectual property, whether successful or not, could subject us to costly and time-consuming litigation or expensive licenses, and our business could be adversely affected.● ● ● ● ● 5 ▸ Unforeseen issues could result in damage to certain property which could result in adverse effects on our business and reputation.● ● ● ● ● 5 ▸ We are an early stage company with a history of losses and we expect to incur significant expenses and continuing losses for at least the next few years.● ● ● ● ● 5 rw ▸ We are subject to various environmental laws and regulations that could impose substantial costs upon us and cause delays in building our production facilities.● ● ● ● ● 5 ▸ We do not expect to declare any dividends in the foreseeable future.● ● ● ● ● 5 ▸ We have and may become involved in legal and regulatory proceedings and commercial or contractual disputes, which could have an adverse effect on our profitability and consolidated financial position.● ● ● ● ● 5 ▸ We may be subject to damages resulting from claims that we or our employees have wrongfully used or disclosed alleged trade secrets of our employees’ former employers.● ● ● ● ● 5 ▸ We may be subject to product liability or warranty claims that could result in significant direct or indirect costs, which could adversely affect our business and operating results.● ● ● ● ● 5 ▸ We may experience difficulties in managing our growth and expanding our operations.● ● ● ● ● 5 ▸ We may face risks associated with our reliance on certain deterministic artificial intelligence and machine learning models.● ● ● ● ● 5 rw ▸ We may need to raise additional capital in order to execute our business plan and to respond to changing market conditions, which additional capital may not be available on terms acceptable to us, or at all.● ● ● ● ● 5 rw ▸ We will incur increased costs as a result of operating as a public company, and our management will devote substantial time to compliance initiatives.● ● ● ● ● 5 rw 
