LUMINAR TECHNOLOGIES, INC. EXCHANGE AGREEMENT August 6, 2024 The undersigned set forth on Exhibit A hereto (each, a “Holder”), enters into this Exchange Agreement (this “Agreement”) with Luminar Technologies, Inc. (the “Company”) and the subsidiaries...

LUMINAR TECHNOLOGIES, INC. EXCHANGE AGREEMENT August 6, 2024 The undersigned set forth on Exhibit A hereto (each, a “Holder”), enters into this Exchange Agreement (this “Agreement”) with Luminar Technologies, Inc. (the “Company”) and the subsidiaries of the Company set forth on the signature page hereto as Guarantors (the “Guarantors”), as of the date first written above whereby the Holders will exchange outstanding 1.25% convertible senior notes due 2026 issued by the Company (the “Existing Convertible Notes”) for (i) the Company’s new (x) 9.0% Convertible Second Lien Senior Secured Notes due 2030 (the “Series 1 Notes”) and (y) 11.5% Convertible Second Lien Senior Secured Notes due 2030 (the “Series 2 Notes” and, collectively with the Series 1 Notes, the “New Notes”) that will be issued pursuant to the provisions of an indenture to be dated as of the Closing Date (as defined below) (the “Indenture”) in substantially the form attached hereto as Exhibit B between the Company, the Guarantors, and GLAS Trust Company LLC, as Trustee (the “Trustee”) and Collateral Agent (the “Collateral Agent”), which New Notes will be guaranteed (each, a “Guarantee” and collectively, the “Guarantees”; the Series 1 Notes with the respective Guarantees, the “Series 1 Securities”; and the Series 2 Notes with the respective Guarantees, the “Series 2 Securities” and, collectively with the Series 1 Securities, the “Securities”) by the Guarantors, and secured pursuant to the terms of a security agreement to be dated as of the Closing Date (the “Security Agreement”) in substantially the form of Exhibit C and (ii) cash in respect of any accrued and unpaid interest on such exchanged Existing Convertible Notes. On and subject to the terms hereof, the parties hereto agree as follows: ARTICLE I EXCHANGE OF NOTES Section 1.1 Exchange. Upon and subject to the terms set forth in this Agreement, at the Closing, each Holder shall deliver or cause to be delivered to the Company the aggregate principal amount of Existing Convertible Notes set forth opposite such Holder’s name under the heading “Exchanged Notes for Securities” on Exhibit A hereto (such principal amount of Existing Convertible Notes, the “Exchanged Notes”) in exchange for, and the Company and the Guarantors hereby agree to issue and deliver to each Holder (i) the principal amount of each class of Securities, rounded to the nearest integral multiple of $1,000 in principal amount, if applicable, specified opposite such Holder’s name on Exhibit A under the heading “Series 1 Securities” and “Series 2 Securities,” respectively, and (ii) an amount in cash equal to the accrued and unpaid interest on the Exchanged Notes to but excluding the Closing Date as specified opposite such Holder’s name on Exhibit A under the heading “Cash Payment (Accrued and Unpaid Interest on Exchanged Notes)” (the “Cash Payment”). The aggregate principal amount of all classes of Securities issued to each Holder as so rounded and as set forth on Exhibit A shall be herein referred to as the “Holder Securities.” The Securities will bear interest from and including the Closing Date. The Holder Securities and Cash Payment (collectively, the “Consideration”) shall represent satisfaction in full of all principal and interest on the Exchanged Notes from and after the Closing Date. The transactions contemplated by this Agreement, including without limitation the issuance, delivery 2 and acceptance of the Consideration in consideration for the exchange of the Exchanged Notes are collectively referred to herein as the “Transactions.” Section 1.2 Closing. Subject to the satisfaction or valid waiver of all closing conditions set forth in Article IV hereto, the closing of the Transactions (the “Closing”) shall occur on or before 9:00 a.m. (New York City time) on or before August 8, 2024, or such other date as the parties may mutually agree (the “Closing Date”). At the Closing, (a) each Holder (i) shall deliver or cause to be delivered to the Company all right, title and interest in and to its Exchanged Notes as specified on Exhibit A hereto, free and clear of any mortgage, lien, pledge, charge, security interest, encumbrance, title retention agreement, option, equity or other adverse claim thereto (collectively, “Liens”), together with any documents of conveyance or transfer that the Company may reasonably determine to be necessary to transfer to and confirm in the Company all right, title and interest in and to the Exchanged Notes, free and clear of any Liens, and (ii) waives any and all other rights with respect to such Exchanged Notes, and releases and discharges the Company from any and all claims such Holder may now have, or may have in the future, arising out of, or related to, such Exchanged Notes, including, without limitation, any claims arising from any existing or past defaults, or any claims that such Holder is entitled to receive additional interest with respect to the Exchanged Notes, and (b) the Company and the Guarantors shall deliver to each Holder the Consideration as specified on Exhibit A hereto. Concurrently with the Transaction, the Company and the Guarantors are entering into purchase agreements (the “Purchase Agreements”) relating to the issuance and sale by the Company and the Guarantors of new senior secured notes due 2028 guaranteed by the Guarantors (the “2028 Notes”) (collectively, the “Other Transactions”). The cancellation of the Exchanged Notes and delivery of the Consideration shall be effected by the electronic exchange of documents at the Closing. At the Closing, (A) each Holder shall deliver the Exchanged Notes to the trustee for the Existing Convertible Notes via DWAC for the benefit of the Company and (B) the Company shall deliver to each Holder (i) the Holder Securities specified on Exhibit A hereto in global form through the Depository Trust Company (“DTC”) and (ii) the Cash Payment by wire transfer to the account as instructed by such Holder (or, if indicated on Exhibit A, by offset against other amounts due or owing to the Company from such Holder as of the Closing Date). Section 1.3 No Joint Liability. The obligations of each Holder under this Agreement are several and not joint, and no Holder shall have liability to any person for the performance or non-performance of any obligation of any other Holder hereunder. Notwithstanding that this is a single agreement amongst multiple Holders, the Company covenants and agrees, for the benefit of each Holder, that it will not share or otherwise make available to any other Holder, any banking or DWAC-related information provided by such Holder to the Company. ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES OF THE HOLDERS Each Holder, severally and not jointly, hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at the Closing, to the Company and the Guarantors, and all such covenants, representations and warranties shall survive the Closing. 3 Section 2.1 Power and Authorization. Such Holder is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation, and has the power, authority and capacity to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the Transactions. Exhibit A hereto includes the true, correct and complete name and address of such Holder. Section 2.2 Valid and Enforceable Agreement; No Violations. This Agreement has been duly executed and delivered by such Holder and constitutes a legal, valid and binding obligation of such Holder, enforceable against such Holder in accordance with its terms, except as such enforcement may be subject to (a) bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other similar laws affecting or relating to enforcement of creditors’ rights generally, or (b) general principles of equity, whether such enforceability is considered in a proceeding at law or in equity (the “Enforceability Exceptions”). Upon execution and delivery, each other Transaction Document (as defined below) to which it is a party will constitute a legal, valid and binding obligation of such Holder, enforceable against such Holder in accordance with their terms, except as such enforcement may be subject to the Enforceability Exceptions. The execution and delivery of this Agreement and each other Transaction Document to which it is a party and the consummation of the Transactions will not violate, conflict with or result in a breach of or default under (i) such Holder’s organizational documents, (ii) any agreement or instrument to which such Holder is a party or by which such Holder or any of its assets are bound, or (iii) any laws, regulations or governmental or judicial decrees, injunctions or orders applicable to such Holder, except in the case of clauses (ii) or (iii), where such violations, conflicts, breaches or defaults would not affect such Holder’s ability to consummate the Transactions in any material respect. Section 2.3 Title to the Exchanged Notes. Except for any Exchanged Notes specified on Exhibit A hereto as being held as of the date hereof on swap, (a) such Holder is the sole or direct legal and beneficial owner of the Exchanged Notes set forth opposite its name on Exhibit A hereto; (b) such Holder has good, valid and marketable title to its Exchanged Notes, free and clear of any Liens (other than pledges or security interests that such Holder may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker and any restrictions on transfer arising by operation of applicable securities laws); and (c) such Holder has not, in whole or in part, except as described in the preceding clause (b), (i) assigned, transferred, hypothecated, pledged, exchanged or otherwise disposed of any of its Exchanged Notes or its rights, title or interest in and to its Exchanged Notes or (ii) given any person or entity, except for its investment advisor, agents and affiliates, any transfer order, power of attorney or other authority of any nature whatsoever with respect to its Exchanged Notes; provided that, with respect to any such Exchanged Notes specified on Exhibit A hereto as being held on swap, upon such Holder’s delivery of such Exchanged Notes to the Company pursuant to the Transactions, such Holder will be such legal and beneficial owner, have such title and have not transferred such Exchanged Notes, in each case as set forth in clauses (a) through (c) above. For any such Exchanged Notes specified on Exhibit A hereto as being held by a Holder on swap, such Holder shall use its best efforts to deliver such Exchanged Notes to the Company pursuant to the Transactions as soon as practicable, and hereby acknowledges that such Holder shall not be entitled to receive additional interest with respect to any such Exchanged Notes on or after the Closing Date. Upon such Holder’s delivery of its Exchanged Notes to the Company pursuant to the 4 Transactions, such Exchanged Notes shall be free and clear of all Liens created by the Holder or any other person acting for the Holder. Section 2.4 Institutional Accredited Investor or Qualified Institutional Buyer. Such Holder is either: (a) an institutional “accredited investor” within the meaning of Rule 501(a)(1), (2), (3) or (7) of Regulation D promulgated under the Securities Act of 1933, as amended (the “Securities Act”) or (b) a “qualified institutional buyer” within the meaning of Rule 144A promulgated under the Securities Act. Section 2.5 No Affiliates. The Holder is not, and has not been at any time during the consecutive three-month period preceding the date hereof, a director, officer or “affiliate” within the meaning of Rule 144 promulgated under the Securities Act (an “Affiliate”) of the Company. A period of at least one year (calculated in the manner provided in Rule 144(d) under the Securities Act) has lapsed since the Exchanged Notes set forth opposite its name on Exhibit A hereto were acquired from the Company or from a person known by the Holder to be an Affiliate of the Company. Section 2.6 No Prohibited Transactions. Such Holder has not, directly or indirectly, and no person acting on behalf of or pursuant to any understanding with it has, disclosed to a third party (other than (i) its advisors or as required by Applicable Law (as defined below) or (ii) with the Company’s prior approval or consent) any information regarding the Transactions, engaged in any transactions in the securities of the Company (including, without limitation, any Short Sales (as defined below) involving any of the Company’s securities) since the time that investment professionals affiliated with such Holder (i.e., persons other than compliance personnel affiliated with such Holder) were first contacted by either the Company, Xxxxxxxx South, LLC (the “Placement Agent”) or any other person acting on the Company’s behalf regarding the Transactions or this Agreement, and such Holder shall not engage in any such activities until the Disclosure Time (as defined below). “Short Sales” include, without limitation, all “short sales” as defined in Rule 200 of Regulation SHO promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and all types of direct and indirect stock pledges, forward sale contracts, options, puts, calls, short sales, swaps, derivatives and similar arrangements (including, without limitation, on a total return basis), and sales and other transactions through non-U.S. broker-dealers or foreign regulated brokers. Solely for purposes of this Section 2.6, subject to such Holder’s compliance with its obligations under the U.S. federal securities laws and such Holder’s internal policies, (a) “Holder” shall not be deemed to include any employees, subsidiaries, desks, groups or affiliates of such Holder that are effectively walled off by appropriate “fire wall” information barriers approved by such Holder’s legal or compliance department (and thus such walled off parties have not been privy to any information concerning the Transactions), and (b) the foregoing representations and covenants of this Section 2.6 shall not apply to any transaction by or on behalf of an affiliate of a Holder that was effected without the advice or participation of, or such affiliate’s receipt of information regarding the Transactions provided by, such Xxxxxx. Section 2.7 Adequate Information; No Reliance. Such Holder acknowledges and agrees that (a) such Xxxxxx has been furnished with all materials it considers relevant to making an investment decision to enter into the Transactions and has had the opportunity to review the Company’s filings and submissions with the Securities and Exchange Commission (the “SEC”),

25 Company or the Guarantors) in any written or oral public communications or issue any press release or other disclosure of the Holder’s name or the name of any of its affiliates, or any derivative of any of the foregoing names (collectively, the “Holder Names”), in each case except (i) as authorized in writing in advance by the Holder in each such instance (electronic mail to suffice) or (ii) as required by applicable law, legal process or regulatory request (“Applicable Law”); provided, that prior to any such disclosure such disclosing member of the Company Group as soon as practicable notifies the Holder of such requirement (except where prohibited by Applicable Law) so that the Holder (or its applicable affiliate) may seek a protective order or other appropriate remedy prior to such disclosure. Notwithstanding the foregoing, the Company may make disclosures to an auditor or governmental or regulatory authority pursuant to any routine investigation, inspection, examination or inquiry without providing the Holder with any notification thereof, unless the Holder is the subject of any such investigation, inspection, examination or inquiry (in which case the preceding sentence shall govern). Section 6.6 Expenses. The Company shall reimburse the Holders for all reasonable and documented fees and out-of-pocket expenses incurred in connection with the Transactions promptly and, to the extent such documented fees and expenses are invoiced to the Company at least one business day prior to Closing, on the Closing Date; provided, that the maximum amount of fees and expenses that the Company shall be obligated to reimburse to the Holders pursuant to this Section 6.6 shall not exceed $425,000 in the aggregate. Section 6.7 Severability. The invalidity or unenforceability of any provision hereof will in no way affect the validity or enforceability of any other provision or the validity and enforceability of this Agreement. Section 6.8 Assignment; Binding Effect. No Holder shall convey, assign or otherwise transfer any of its rights or obligations under this Agreement without the express written consent of the Company, except to an affiliate of such Holder who assumes its obligations hereunder pursuant to a joinder or similar agreement reasonably acceptable to the Company, and the Company and the Guarantors shall not convey, assign or otherwise transfer any of their respective rights and obligations under this Agreement without the express written consent of each Holder. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Section 6.9 Reliance by the Placement Agent. The Placement Agent, acting as financial advisor to the Company, may rely on each representation and warranty of the Company and of each Holder, made on behalf of itself, herein or pursuant to the terms hereof with the same force and effect as if such representation or warranty were made directly to the Placement Agent. The Placement Agent will be a third-party beneficiary of this Agreement to the extent provided in this Section 6.9. Section 6.10 Waiver; Remedies. No delay on the part of any Holder, the Company or the Guarantors in exercising any right, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any waiver on the part of any Holder, the Company or the Guarantors of any right, power or privilege under this Agreement operate as a waiver of any other right, power or privilege of such party under this Agreement, nor shall any single or partial exercise of any 26 right, power or privilege under this Agreement preclude any other or further exercise thereof or the exercise of any other right, power or privilege under this Agreement. All waivers under this Agreement shall be in writing and signed by the party against whom such waiver is to be enforced. Section 6.10 Amendment. This Agreement may be modified or amended only by written agreement of each of the parties to this Agreement. Section 6.11 Survival. The provisions of Article II, Article III, Section 4.2, Article V and Article VI shall survive the Closing. Section 6.12 Notice. Any notice or communications hereunder shall be in writing and will be deemed to have been given if delivered in person or by electronic transmission or by registered or certified first-class mail or courier service to the following addresses, or such other addresses as may be furnished hereafter by notice in writing: if to the Company or the Guarantors: Luminar Technologies, Inc. 0000 Xxxxxxxxx Xxxxx Xxxxx 000 Xxxxxxx, XX 00000 Attention: Xx Xxxxxxxx, CLO Telephone: (000) 000-0000 Email: xx@xxxxxxxxxxx.xxx with a copy to: Xxxxxx, Xxxxxxxxxx & Xxxxxxxxx LLP 000 Xxxxxxxx Xxxxxxxxx Xxxxx Xxxxxx, XX 00000 Attention: Xxxxxx X. Xxx Telephone: (000) 000-0000 Email: xxx.xxx@xxxxxx.xxx if to the Holders, as set forth on Exhibit A hereto. Section 6.13 Termination. The Company and the Guarantors may terminate this Agreement if there has occurred any breach or withdrawal by a Holder of any covenant, representation or warranty set forth in Article II in any material respect (or, with respect to those representations and warranties that are qualified by materiality or material adverse effect, in any respect). A Holder may terminate this Agreement if (i) there has occurred any breach or withdrawal by the Company or the Guarantors of any covenant, representation or warranty set forth in Article III in any material respect (or, with respect to those representations and warranties that are qualified by materiality or material adverse effect, in any respect) or (ii) the Closing has not occurred by 5:00 p.m. (New York City time) on the fifth (5th) business day following the date hereof. 27 Section 6.14 Other Transactions. Nothing contained herein or in any other Transaction Document or other document related to the Transactions, and no action taken by any Holder pursuant hereto or thereto or by any other party pursuant to such other documents, shall be deemed to constitute a Holder and any other Holder or any other party hereunder or under such other documents as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that such entities are in any way acting in concert or as a group with respect to their obligations hereunder or thereunder or with respect to the transactions contemplated hereby or thereby. [Signature Page Follows] SIGNATURE PAGE TO EXCHANGE AGREEMENT IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed as of the date first above written. LUMINAR TECHNOLOGIES, INC. By: Name: Title: LUMINAR, LLC, as Guarantor By: Name: Title: LUMINAR SEMICONDUCTOR, INC., as Guarantor By: Name: Title: FREEDOM PHOTONICS LLC, as Guarantor By: Name: Title: EMFOUR ACQUISITION CO., LLC, as Guarantor By: Name: Title: EM4, LLC, as Guarantor By: Name: Title: OPTOGRATION, INC., as Guarantor By: Name: Title:

SIGNATURE PAGE TO EXCHANGE AGREEMENT IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed as of the date first above written. HOLDERS: ________________________________________________ By: Name: Title: