Key facts
- This page summarizes Theodore J. Brombach's Form 4 filing for Montana Technologies Corp. (AIRJ).
- 4 reported transactions and 2 derivative rows are listed below.
- Accepted by SEC: 20 Mar 2024, 21:53.
Theodore J. Brombach - 14 Mar 2024 Form 4 Insider Report for Montana Technologies Corp. (AIRJ)
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- AIRJ
- Reported as of
- 14 Mar 2024
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 20 Mar 2024, 21:53:28 UTC
- Prior SEC filing
- 26 Feb 2024
- Next SEC filing
- 10 May 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ See signatures included in Exhibit 99.1
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Theodore J. Brombach filed Form 4 for Montana Technologies Corp. (AIRJ) on 20 Mar 2024.
Change
- Previous filing in this sequence was filed on 26 Feb 2024.
- 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.
AIRJ
transaction
Class A Common Stock
Options Exercise
- Transaction value
- Shares
- +6,827,969
- Change %
- Price
- Shares after
- 6,827,969
- Date
- 14 Mar 2024
- Ownership
- By XPDI Sponsor II LLC
- Footnotes
- F1, F2
AIRJ
transaction
Class A Common Stock
Award
- Transaction value
- Shares
- +162,059
- Change %
- Price
- Shares after
- 162,059
- Date
- 14 Mar 2024
- Ownership
- By XMS MT Holdings LLC
- Footnotes
- F3, F4
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
AIRJ
transaction
Derivative
Class B Common Stock
Disposed to Issuer
- Transaction value
- Shares
- -269,531
- Change %
- -3.8%
- Price
- Shares after
- 6,827,969
- Date
- 14 Mar 2024
- Ownership
- By XPDI Sponsor II LLC
- Underlying class
- Class A Common Stock
- Underlying amount
- 269,531
- Exercise price
- Footnotes
- F1, F2, F5
AIRJ
transaction
Derivative
Class B Common Stock
Options Exercise
- Transaction value
- Shares
- -6,827,969
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 14 Mar 2024
- Ownership
- By XPDI Sponsor II LLC
- Underlying class
- Class A Common Stock
- Underlying amount
- 6,827,969
- Exercise price
- Footnotes
- F1, F2
* 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
Upon the completion of the Business Combination, the shares of Class B Common Stock issued at the Issuer's (formerly, Power & Digital Infrastructure Acquisition II Corp.) initial public offering were automatically converted into shares of the Issuer's Class A Common Stock on a one-to-one basis.
Footnote F2
XPDI Sponsor II LLC (the "Sponsor") is controlled by its managing members, Transition Equity Partners, LLC ("TEP") and XMS XPDI Sponsor II Holdings, LLC ("XMS XPDI Holdings"). Patrick C. Eilers is the managing member of TEP, and Theodore J. Brombach and John Yogi Spence are the managing members of XMS XPDI Holdings. Accordingly, all of the shares held by the Sponsor may be deemed to be beneficially held by each of the foregoing individuals and entities. Each such person disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein.
Footnote F3
The reporting persons are the managing members of XMS MT Holdings LLC. As a result, each of the reporting persons may be deemed to share beneficial ownership over the securities held by XMS MT Holdings LLC, but disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein.
Footnote F4
Represents securities received as part of the Issuer's business combination, in connection with that certain Agreement and Plan of Merger, dated as of June 5, 2023 (the "Merger Agreement"), by and between the Issuer (formerly, Power & Digital Infrastructure Acquisition II Corp.), XPDB Merger Sub, LLC and Montana Technologies LLC ("Legacy Montana"), pursuant to which the common units of Legacy Montana automatically converted into newly issued shares of Class A Common Stock.
Footnote F5
On March 14, 2024, the Sponsor forfeited for no consideration 269,531 shares of Class B common stock in connection with the Business Combination and certain transactions with the Anchor Investors, as described on Form S-4 (File No. 333-273821) under the heading "The Business Combination."
SEC remarks
Mr. Spence was inadvertently omitted from the Form 3 and Form 3/A filed by the Sponsor on December 9, 2021 and December 14, 2021, respectively, but has at all times from such dates shared control of the Sponsor as a managing member of XMS XPDI Holdings and may be deemed to share beneficial ownership over the securities held and timely reported by the Sponsor. Mr. Spence disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein.