Home/Filings/4/0001161697-25-000378
4//SEC Filing

Huang Victor 4

Accession 0001161697-25-000378

CIK 0001842566other

Filed

Nov 19, 7:00 PM ET

Accepted

Nov 20, 5:10 PM ET

Size

21.5 KB

Accession

0001161697-25-000378

Insider Transaction Report

Form 4
Period: 2025-11-19
Huang Victor
DirectorCEO and Chairman of the BOD10% Owner
Transactions
  • Purchase

    Common Stock

    2025-11-20$3.18/sh+51,000$161,986194,849 total
  • Purchase

    Public Warrant (AISPW shares)

    2025-11-19$1.06/sh+1,000$1,06085,125 total
    Exercise: $4.50From: 2025-08-22Exp: 2028-12-21Common Stock (1,000 underlying)
Holdings
  • Earnout Rights

    (indirect: See footnote)
    Common Stock (1,750,094 underlying)
    1,750,094
  • Warrant

    Exercise: $2.36From: 2024-09-27Exp: 2029-09-27Common Stock (220,000 underlying)
    220,000
  • Stock Appreciation Rights

    (indirect: See footnote)
    Exercise: $0.12From: 2023-12-21Exp: 2032-02-16Common Stock (1,758,105 underlying)
    1,758,105
  • Warrants

    Exercise: $1.77From: 2023-12-21Exp: 2027-05-08Common Stock (1,344,951 underlying)
    1,344,951
  • Options

    Exercise: $4.25Exp: 2035-09-03Common Stock (50,000 underlying)
    50,000
  • Common Stock

    (indirect: See footnote)
    3,767,718
  • Options

    Exercise: $2.86Exp: 2034-08-16Common Stock (100,000 underlying)
    100,000
  • Public Warrant (AISPW shares)

    (indirect: See footnote)
    Exercise: $4.50From: 2025-08-22Exp: 2028-12-21Common Stock (6,000 underlying)
    6,000
  • Options

    (indirect: See footnote)
    Exercise: $0.12From: 2023-12-21Exp: 2032-01-15Common Stock (1,749,335 underlying)
    1,749,335
Footnotes (8)
  • [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]Airship Kirkland Family Limited Partnership is the record holder of the securities reported herein. Victor Huang is the managing partner of Airship Kirkland Family Limited Partnership and as such has voting and dispositive power over these securities. Mr. Huang disclaims beneficial ownership of the securities held by Airship Kirkland Family Limited Partnership, except to the extent of his pecuniary interest therein.
  • [F3]Represents options to purchase shares of common stock of the Issuer received 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.
  • [F4]Represents stock appreciation rights denominated in shares of common stock of the Issuer received 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.
  • [F5]Represents warrants 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 warrants 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.
  • [F6]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.
  • [F7]Options vest quarterly over 4 years.
  • [F8]Public Warrant (AISPW shares) Exercise Price subject to adjustment and expire five years after the closing of the merger on December 21, 2023, or earlier upon redemption or liquidation.

Issuer

Airship AI Holdings, Inc.

CIK 0001842566

Entity typeother

Related Parties

1
  • filerCIK 0002004301

Filing Metadata

Form type
4
Filed
Nov 19, 7:00 PM ET
Accepted
Nov 20, 5:10 PM ET
Size
21.5 KB