Paul M. Allen - 07 Jan 2025 Form 4 Insider Report for Airship AI Holdings, Inc. (AISP)

Role
President
Signature
By: /s/ Paul Allen
Issuer symbol
AISP
Transactions as of
07 Jan 2025
Net transactions value
$0
Form type
4
Filing time
08 Jan 2025, 16:30:25 UTC
Previous filing
27 Aug 2024
Next filing
05 Mar 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AISP Common Stock Other +51,948 +74% 121,948 07 Jan 2025 Direct F2

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
transaction AISP Earnout Rights Other -51,948 -25% 155,843 07 Jan 2025 Common Stock 51,948 Direct F2
holding AISP Options 835,058 07 Jan 2025 Common Stock 100,000 $0.5700 Direct F1
holding AISP Options 150,000 07 Jan 2025 Common Stock 150,000 $2.86 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents options to purchase shares of common stock of the Issuer received on December 21, 2023 (the "Converted Stock Options"), pursuant to that certain Merger Agreement, dated as of June 27, 2023 (as amended on September 22, 2023 and as may be further amended and/or restated from time to time, the "Merger Agreement"), by and among Airship AI Holdings, Inc., a Delaware corporation (the "Issuer") (formerly known as BYTE Acquisition Corp., a Cayman Island exempted company limited by shares, prior to its domestication as a Delaware corporation), BYTE Merger Sub, Inc., a Washington corporation and a direct, wholly-owned subsidiary of the Issuer, and Airship AI, Inc., a Washington company (formerly known as Airship AI Holdings, Inc., "Airship AI"). The Reporting Person received the reported options upon the conversion of options to purchase shares of common stock of Airship AI at the Conversion Ratio, as defined in the Merger Agreement, as of the Effective Time of the Merger.
F2 Pursuant to earnout provisions in the Merger Agreement and subject to the Reporting Person's continued service to the Issuer and the vesting conditions applicable to the Converted Stock Options, the holder of such Earnout Rights is entitled to receive shares of common stock of the Issuer upon the occurrence of certain operating performance and share price performance milestones during the applicable earnout periods set forth in the Merger Agreement.
F3 Options vest quarterly over 4 years.