Adam Goldstein - Jun 24, 2022 Form 4 Insider Report for Archer Aviation Inc. (ACHR)

Signature
/s/ Andy Missan, Attorney-in-fact for Adam Goldstein
Stock symbol
ACHR
Transactions as of
Jun 24, 2022
Transactions value $
-$11,022,480
Form type
4
Date filed
6/28/2022, 05:58 PM
Previous filing
Sep 27, 2021
Next filing
Jan 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ACHR Class A Common Stock Conversion of derivative security +2.7M 2.7M Jun 24, 2022 Direct F1
transaction ACHR Class A Common Stock Sale -$11M -2.7M -100% $4.08 0 Jun 24, 2022 Direct F2, F3
holding ACHR Class A Common Stock 100K Jun 24, 2022 By Capri Growth LLC F4

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 ACHR Class B Common Stock Conversion of derivative security $0 -2.7M -29.47% $0.00 6.46M Jun 24, 2022 Class A Common Stock 2.7M Direct F1, F5
holding ACHR Class B Common Stock 27.8M Jun 24, 2022 Class A Common Stock 27.8M By Capri Growth LLC F1, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of the Class B Common Stock of Archer Aviation Inc. (the "Issuer") is convertible into one share of the Issuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers, whether or not for value.
F2 This transaction was effected solely for the purpose of offsetting certain tax liabilities and other related costs incurred by the reporting person in connection with the previous settlement of 5,002,306 performance-based restricted stock units pursuant to the award (the "Founder Grant") granted to the reporting person immediately prior to the closing of the Issuer's business combination in September 2021. Mr. Goldstein does not currently intend to make future sales other than as may be necessary to cover future tax liability in connection with any future vesting of the remaining tranches of his Founder Grant. Following the sale, Mr. Goldstein still maintains beneficial ownership of an aggregate 34,317,931 million shares, representing approximately 40.4% of the voting power of the Issuer's common stock outstanding. This transaction was a broker-assisted sale, with the prior approval of the Issuer's Board of Directors.
F3 The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.97 to $4.285, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
F4 The shares are directly held by Capri Growth LLC, of which the reporting person is the sole managing member.
F5 A holder's shares of the Issuer's Class B Common Stock convert automatically upon certain transfers. As a founder of the Issuer, the reporting person's shares will also convert automatically into Class A Common Stock upon the occurrence of certain events described in the Issuer's Amended and Restated Certificate of Incorporation.