Adam D. Goldstein - Nov 18, 2024 Form 4 Insider Report for Archer Aviation Inc. (ACHR)

Signature
/s/ Eric Lentell, Attorney-in-Fact for Adam D. Goldstein
Stock symbol
ACHR
Transactions as of
Nov 18, 2024
Transactions value $
$0
Form type
4
Date filed
11/18/2024, 09:40 PM
Previous filing
Jan 17, 2023
Next filing
Nov 21, 2024

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 +5M 5M Nov 18, 2024 Direct F1
holding ACHR Class A Common Stock 140K Nov 18, 2024 By Capri Growth LLC 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 ACHR Performance Based Restricted Stock Units Options Exercise $0 -5M -33.33% $0.00 10M Nov 18, 2024 Class B Common Stock 5M Direct F3, F4, F5
transaction ACHR Class B Common Stock Options Exercise $0 +5M +77.42% $0.00 11.5M Nov 18, 2024 Class A Common Stock 5M Direct F1, F6
transaction ACHR Class B Common Stock Conversion of derivative security $0 -5M -43.64% $0.00 6.46M Nov 18, 2024 Class A Common Stock 5M Direct F1, F6
holding ACHR Class B Common Stock 27.8M Nov 18, 2024 Class A Common Stock 27.8M By Capri Growth LLC F1, F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock 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 The shares are directly held by Capri Growth LLC, of which the reporting person is the sole managing member.
F3 Each performance-based restricted stock unit represents a contingent right to receive one share of the issuer's Class B Common Stock upon the achievement of certain performance criteria and pursuant to the terms of the reporting person's agreement with the issuer.
F4 On September 16, 2021, the reporting person was granted a performance-based restricted stock unit award consisting of 20,009,224 restricted stock units (the "Founder PRSU Award"). Pursuant to the reporting person's agreement with the issuer, the Founder PRSU Award may vest in four equal tranches, with the vesting and settlement of each tranche being contingent upon both the achievement of pre-determined performance milestones and the reporting person establishing a mutually acceptable arrangement to satisfy tax liabilities associated with the settlement thereof. The reported transaction represents the vesting and settlement of the second tranche of the Founder PRSU Award upon the satisfaction of both the aforementioned requirements.
F5 The remaining tranches of the Founder PRSU Award may expire if the relevant performance criteria are not achieved by September 16, 2028.
F6 A holder's shares of Class B Common Stock convert automatically upon certain transfers and are subject to mandatory conversion into Class A Common Stock upon the occurrence of certain events described in the issuer's Amended and Restated Certificate of Incorporation.