Jason Michael O'Neill - 12 Jan 2024 Form 4 Insider Report for New Horizon Aircraft Ltd. (HOVR)

Role: Chief Operating Officer, Director
Signature: /s/ Jason Michael O'Neill
Issuer symbol: HOVR
Transactions as of: 12 Jan 2024
Net transactions value: $0
Form type: 4
Filing time: 06 Feb 2025, 07:58:00 UTC
Next filing: 10 Jul 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HOVR	Class A Ordinary Shares without par value	Award		+235,522			235,522	12 Jan 2024	Direct	F1

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	HOVR	Employee stock option (right to buy)	Award	$0	+146,252		$0.000000	146,252	12 Jan 2024	Class A Ordinary Shares without par value	146,252	$0.6797	Direct	F2, F3
transaction	HOVR	Employee stock option (right to buy)	Award	$0	+296,000		$0.000000	296,000	03 Feb 2025	Class A Ordinary Shares without par value	296,000	$0.6095	Direct	F4
transaction	HOVR	Performance Stock Units	Award	$0	+74,000		$0.000000	74,000	03 Feb 2025	Class A Ordinary Shares without par value	74,000		Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Received in connection with the exchange of shares of Robinson Aircraft Ltd. d/b/a Horizon Air ("Horizon") in connection with the January 12, 2024 amalgamation (the "Amalgamation") of Horizon and Pono Capital Three, Inc. to form New Horizon Aircraft Ltd.
F2	Converted from Canadian exercise price of C$0.91 using an exchange rate of C$1.3387 = US$1.00.
F3	Received in the Amalgamation in exchange for an existing options to acquire shares of Horizon for C$0.76 per share. The options were originally issued on August 2, 2022, with a three-year vesting period (33 1/3% vesting annually).
F4	The option will become exercisable in three equal installments beginning on 02/03/2026.
F5	Each performance stock unit represents a contingent right to receive one Class A ordinary share, without par value (each, a "Class A Ordinary Share"). The performance stock units vest in full on the date the Company achieves 100% Total Shareholder Return, defined as the percentage change in the value of the Class A Ordinary Shares over a specified period, calculated as the quotient of (i) the difference between the current share price and the share price on February 3, 2025 (the "Award Date"), divided by (ii) the share price on the Award Date.