4//SEC Filing
Airship Kirkland Family Limited Partnership 4
Accession 0001161697-25-000038
CIK 0001842566other
Filed
Jan 7, 7:00 PM ET
Accepted
Jan 8, 4:30 PM ET
Size
12.0 KB
Accession
0001161697-25-000038
Insider Transaction Report
Form 4
Transactions
- Other
Common Stock
2025-01-07+383,365→ 3,767,718 total - Other
Earnout Rights
2025-01-07−383,365→ 1,150,094 total→ Common Stock (383,365 underlying)
Holdings
- 1,758,105
Stock Appreciation Rights
Exercise: $0.12From: 2023-12-21Exp: 2032-02-16→ Common Stock (1,758,105 underlying) - 1,758,105
Options
Exercise: $0.12From: 2023-12-21Exp: 2032-01-15→ Common Stock (1,758,105 underlying)
Footnotes (4)
- [F1]Represents shares of common stock of the Issuer received on December 21, 2023, as consideration pursuant to that certain Merger Agreement, dated as of June 27, 2023 (as amended on September 22, 2023 and as may be further amended and/or restated from time to time, the "Merger Agreement"), by and among Airship AI Holdings, Inc., a Delaware corporation (the "Issuer") (formerly known as BYTE Acquisition Corp., a Cayman Island exempted company limited by shares, prior to its domestication as a Delaware corporation), BYTE Merger Sub, Inc., a Washington corporation and a direct, wholly-owned subsidiary of the Issuer, and Airship AI, Inc., a Washington company (formerly known as Airship AI Holdings, Inc., "Airship AI"). The Reporting Person received the reported shares in exchange for shares of common stock of Airship AI at the Conversion Ratio, as defined in the Merger Agreement, as of the Effective Time of the Merger.
- [F2]Represents options to purchase shares of common stock of the Issuer received by the Reporting Person on December 21, 2023, pursuant to the Merger Agreement, upon the conversion of options to purchase shares of common stock of Airship AI at the Conversion Ratio, as defined in the Merger Agreement, as of the Effective Time of the Merger.
- [F3]Represents stock appreciation rights denominated in shares of common stock of the Issuer received by the Reporting Person on December 21, 2023, pursuant to the Merger Agreement, upon the conversion of stock appreciation rights denominated in shares of common stock of Airship AI at the Conversion Ratio, as defined in the Merger Agreement, as of the Effective Time of the Merger.
- [F4]Pursuant to earnout provisions in the Merger Agreement, the holder of such Earnout Rights is entitled to receive shares of common stock of the Issuer upon the occurrence of certain operating performance and share price performance milestones during the applicable earnout periods set forth in the Merger Agreement.
Documents
Issuer
Airship AI Holdings, Inc.
CIK 0001842566
Entity typeother
Related Parties
1- filerCIK 0002004183
Filing Metadata
- Form type
- 4
- Filed
- Jan 7, 7:00 PM ET
- Accepted
- Jan 8, 4:30 PM ET
- Size
- 12.0 KB