VELO3D, INC. : Submission of Matters to a Vote of Security Holders (form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 8, 2022, Velo3D, Inc. (the "Company") held its 2022 Annual Meeting of Stockholders virtually (the "Annual Meeting"). The Company's stockholders voted on two proposals at the Annual Meeting, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 21, 2022 (the "Proxy Statement"). There were 126,580,358 shares common stock present at the Annual Meeting, online or by proxy, which constituted a quorum for the transaction of business.

At the Annual Meeting, the Company's stockholders voted on the following proposals:

1.To elect three Class I directors of the Company, each to serve a three-year term expiring at the 2025 Annual Meeting of Stockholders and until such director's successor is duly elected and qualified; and

2.Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022.

The final results for each of these proposals are as follows:

Proposal 1: Election of Directors.

Nominee                  Votes For       Votes Withheld        Broker Non-Votes
Carl Bass               109,259,852         4,269,980             13,050,526
Benyamin Buller         109,333,859         4,195,973             13,050,526
Ellen Pawlikowski       113,457,414          72,418               13,050,526

As a result, the stockholders elected each of Carl Bass, Benyamin Buller and Ellen Pawlikowski as Class I directors to serve until the 2025 Annual Meeting of Stockholders and until such director's successor is duly elected and qualified.

Proposal 2: Ratification of Appointment of Independent Registered Public
Accounting Firm.

  Votes For        Votes Against       Abstentions
 126,497,697          72,880              9,781

As a result, the stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022. There were no broker non-votes on this matter.

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