Thomas Olivier - May 8, 2023 Form 4 Insider Report for Arrowroot Acquisition Corp. (AILE)

Role
Director
Signature
By /s/ David Samuels, Attorney-in-Fact
Stock symbol
AILE
Transactions as of
May 8, 2023
Transactions value $
$4,603,672
Form type
4
Date filed
4/18/2024, 09:49 PM
Previous filing
Aug 24, 2022
Next filing
Sep 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AILE Common Stock Conversion of derivative security +7.03M 7.03M Apr 16, 2024 By Arrowroot Acquisition LLC F1, F2
transaction AILE Common Stock Disposed to Issuer $0 -400K -5.69% $0.00 6.63M Apr 16, 2024 By Arrowroot Acquisition LLC F2, F3
transaction AILE Common Stock Award $4.6M +460K +6.95% $10.00 7.09M Apr 16, 2024 By Arrowroot Acquisition LLC F2, F4
transaction AILE Common Stock Disposed to Issuer $0 -82.1K -1.16% $0.00 7.01M Apr 16, 2024 By Arrowroot Acquisition LLC F2, F5

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 AILE Class B Common Stock Sale -$168 -40K -0.57% $0.00* 7.03M May 8, 2023 Common Stock 40K By Arrowroot Acquisition LLC F1, F2
transaction AILE Class B Common Stock Conversion of derivative security -7.03M -100% 0 Apr 16, 2024 Common Stock 7.03M By Arrowroot Acquisition LLC F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On April 16, 2024 pursuant to the Agreement and Plan of Merger and Reorganization, dated as of April 27, 2023 (the "Merger Agreement"), by and among the Issuer, ARAC Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Merger Sub") and iLearningEngines Holdings, Inc. ("Legacy iLearningEngines"), Merger Sub merged with and into Legacy iLearningEngines with the separate corporate existence of Merger Sub ceasing and Legacy iLearningEngines continuing as the surviving corporation and a wholly-owned subsidiary of Issuer (the "Merger"). Prior to the effective time of the Merger, pursuant to the Issuer's amended and restated certificate of incorporation, each outstanding share of the Issuer's Class A Common Stock and Class B Common Stock was reclassified as a single share of the Issuer's Common Stock.
F2 The securities reported herein are held by Arrowroot Acquisition LLC (the "Sponsor"). The Reporting Person is a manager of the Sponsor, and as such has voting and investment discretion with respect to the securities held by the Sponsor and may be deemed to have beneficial ownership of the securities held directly by the Sponsor. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
F3 Immediately prior to the closing of the Merger, pursuant to a Sponsor Forfeiture Agreement dated March 27, 2024, 400,000 shares of Common Stock were forfeited to the Issuer for no consideration.
F4 Shares issued at the effective time of the Merger upon conversion of principal amount of, and accrued interest on, working capital loans provided to the Issuer by the Sponsor, at the conversion price of $10.00 per share.
F5 Pursuant to a non-redemption agreement with a third party, 82,901 shares of Common Stock were forfeited to the Issuer for no consideration following the closing of the Merger.