Nuburu, Inc. — Director's Dealing 2023

Feb 3, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Nuburu, Inc. (BURU)
CIK: 0001814215
Period of Report: 2023-01-31

Reporting Person: Knaley Brian (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-01-31	Stock Option (right to buy)	$6.12	A	345314	Acquired	2032-03-16	Common Stock (345314)	Direct

Footnotes

F1: Consists of securities acquired in connection with the transactions consummated on January 31, 2023 pursuant to that certain Business Combination Agreement, dated August 5, 2022 (as it has been and may be amended, supplemented or otherwise modified from time to time, the "Business Combination Agreement"), by and among Nuburu, Inc. (f/k/a Tailwind Acquisition Corp.) (the "Issuer"), Compass Merger Sub, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Nuburu Subsidiary, Inc. ("Legacy Nuburu"), pursuant to which Merger Sub merged with and into Legacy Nuburu, with Legacy Nuburu as the surviving company and continuing as a wholly owned subsidiary of the Issuer (the "Business Combination").

F2: 1/4th of the total shares will vest on the Exercisable Date set forth above and 1/48th will vest each month thereafter on the same day of the month subject to Mr. Knaley remaining employed as the Issuer's Chief Financial Officer through the applicable vesting date.

F3: In connection with the closing of the Business Combination, each outstanding option to purchase shares of Legacy Nuburu, whether vested or unvested, was exchanged for comparable options to purchase Common Stock based on an exchange ratio calculated at closing.