Axiom Intelligence Holdings 1 LLC - 20 Jun 2025 Form 4 Insider Report for Axiom Intelligence Acquisition Corp 1

Reporting relationship: 10%+ Owner
Issuer ticker: AXIN, AXINR, AXINU on Nasdaq
Reported as of: 20 Jun 2025
Net transaction value: +$3,999,833
SEC form: 4
Accepted by SEC: 24 Jun 2025, 21:00:04 UTC
Prior SEC filing: 17 Jun 2025
Source filing: View source filing
Reporting owner signature: /s/ Richard H. Dodd, as managing member of Axiom Intelligence Holdings 1 LLC

Key filing fact

Axiom Intelligence Holdings 1 LLC filed Form 4 for Axiom Intelligence Acquisition Corp 1 on 24 Jun 2025.

Key facts

This page summarizes Axiom Intelligence Holdings 1 LLC's Form 4 filing for Axiom Intelligence Acquisition Corp 1.
3 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 24 Jun 2025, 21:00.

Change

Previous filing in this sequence was filed on 17 Jun 2025.
Current net transaction value: +$3,999,833.

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

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (3)

CIK 0002061467 Primary reporting owner

Axiom Intelligence Holdings 1 LLC

Relationship: 10%+ Owner
Address: BERKELEY SQUARE HOUSE, 2ND FLOOR, BERKELEY SQUARE, LONDON, UNITED KINGDOM
Signature: /s/ Richard H. Dodd, as managing member of Axiom Intelligence Holdings 1 LLC
Signature date: 24 Jun 2025

CIK 0002061511

Dodd Richard H.

Relationship: Director, 10%+ Owner
Address: BERKELEY SQUARE HOUSE, 2ND FLOOR, BERKELEY SQUARE, LONDON, UNITED KINGDOM
Signature: /s/ Richard H. Dodd**
Signature date: 24 Jun 2025

CIK 0002062059

Ward Douglas Edward

Relationship: Chief Executive Officer, Director, 10%+ Owner
Address: BERKELEY SQUARE HOUSE, 2ND FLOOR, BERKELEY SQUARE, LONDON, UNITED KINGDOM
Signature: /s/ Douglas Ward**
Signature date: 24 Jun 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AXINU transaction

Class A Ordinary Shares

Purchase

Transaction value: $4,000,000
Shares: +400,000
Change %
Price: $10.00
Shares after: 400,000
Date: 20 Jun 2025
Ownership: Direct
Footnotes: F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

AXINU transaction Derivative

Rights to receive Class A Ordinary Shares

Purchase

Transaction value
Shares: +400,000
Change %
Price
Shares after: 400,000
Date: 20 Jun 2025
Ownership: Direct
Underlying class: Class A ordinary shares
Underlying amount: 40,000
Exercise price
Footnotes: F2, F3

AXINU transaction Derivative

Class B Ordinary Shares

Other

Transaction value: $167
Shares: -41,666
Change %: -0.62%
Price: $0.004000
Shares after: 6,666,667
Date: 20 Jun 2025
Ownership: Direct
Underlying class: Class A ordinary shares
Underlying amount: 41,666
Exercise price
Footnotes: F2, 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

Reflects the 400,000 Class A ordinary shares of Axiom Intelligence Acquisition Corp 1 (the "Issuer") that are included in the 400,000 private placement units of the Issuer purchased by Axiom Intelligence Holdings 1 LLC (the "Sponsor") on June 20, 2025. Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, as described in the registration statement on Form S-1 (File No. 333-287279) (the "Registration Statement").

Footnote F2

The Sponsor is the record holder of such securities. The managing members of the Sponsor are Mr. Richard H. Dodd, our Executive Chairman of the Board, and Mr. Douglas Ward, our Chief Executive Officer, who hold voting and investment discretion with respect to the securities held of record by the Sponsor. As such, Mr. Dodd and Mr. Ward may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Dodd and Mr. Ward disclaim any beneficial ownership except to the extent of their pecuniary interest therein.

Footnote F3

Represents the 40,000 Class A ordinary shares which may be acquired by the Sponsor upon the conversion of 400,000 rights (included in the Sponsor's private placement units) upon consummation of the registrant's initial business combination. As described in the Registration Statement under the heading "Description of Securities--Share Rights," each right will automatically convert into one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein and have no expiration date. No fractional Class A ordinary shares will be issued upon conversion of such rights.

Footnote F4

As described in the Registration Statement under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date.

Footnote F5

As contemplated in connection with the initial public offering of the Issuer, 41,666 Class B ordinary shares of the Issuer were returned by the reporting persons to the Issuer for no consideration and cancelled, because the underwriters' over-allotment option was not exercised in full.