Key facts
- This page summarizes Mehana Capital LLC's Form 4 filing for Pono Capital Three, Inc. (HOVR).
- 1 reported transaction and 0 derivative rows are listed below.
- Accepted by SEC: 17 Jan 2024, 20:47.
Mehana Capital LLC - 12 Jan 2024 Form 4 Insider Report for Pono Capital Three, Inc. (HOVR)
- Reporting relationship
- Director
- Issuer ticker
- HOVR
- Reported as of
- 12 Jan 2024
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 17 Jan 2024, 20:47:47 UTC
- Prior SEC filing
- 09 Feb 2023
- Source filing
- View source filing
- Reporting owner signature
- /s/ Mehana Capital LLC, by Nelson Mullins Riley & Scarborough LLP with Power of Attorney
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
Mehana Capital LLC filed Form 4 for Pono Capital Three, Inc. (HOVR) on 17 Jan 2024.
Change
- Previous filing in this sequence was filed on 09 Feb 2023.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
HOVR
transaction
Class A Ordinary Share without par value
Other
- Transaction value
- Shares
- +100,000
- Change %
- +1.8%
- Price
- Shares after
- 5,600,997
- Date
- 12 Jan 2024
- Ownership
- Direct
- Footnotes
- F1, F2, F3, F4, F5
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 5 footnotes
Footnote F1
On January 12, 2024, pursuant to that certain Business Combination Agreement, dated as of August 12, 2022 (the "Business Combination Agreement"), entered into by and among Pono Capital Three, Inc. (the "Company"), Pono Three Merger Acquisitions Corp., a British Columbia company and wholly-owned subsidiary of the Company ("Merger Sub") and Robinson Aircraft Ltd., d/b/a Horizon Aircraft ("Horizon"), the Company continued and de-registered from the Cayman Islands and redomesticate as a British Columbia company (the "SPAC Continuance") and Merger Sub amalgamated (the "Amalgamation," together with the other transactions contemplated by the Business Combination Agreement, the "Business Combination") with Horizon (the resulting company, "Amalco"), with Amalco being the wholly-owned subsidiary of the Company. Upon completion of the Amalgamation, the Company changed its name to "New Horizon Aircraft Ltd."
Footnote F2
Reflects 5,500,997 Issuer Class A ordinary shares without par value received for Company ordinary shares held immediately prior to the closing of the Business Combination pursuant to the terms of the Business Combination Agreement.
Footnote F3
As previously disclosed, on January 3, 2024, the Company entered into a certain subscription agreement (the "Subscription Agreement") with a certain investor pursuant to which such investor agreed to purchase, immediately prior to the closing of the Business Combination, to purchase the Company's Class A ordinary shares (such shares, collectively, "Subscription Shares") in an aggregate value of $2,000,000, representing 200,000 Subscription Shares at a price of $10.00 per share.
Footnote F4
As an inducement to enter into the Subscription Agreement, and upon the consummation of the Business Combination, the reporting person received an aggregate of 100,000 incentive shares.
Footnote F5
Mehana Capital LLC is the record holder of the securities reported herein. Dustin Shindo is the control person of Mehana Capital LLC, and possesses all voting power and dispositive control. By virtue of this relationship, Dustin Shindo may be deemed to share beneficial ownership of the securities held of record by Mehana Capital LLC. Dustin Shindo disclaims any such beneficial ownership except to the extent of his respective pecuniary interest.