4//SEC Filing
KELTER JEFFREY E 4
Accession 0001683168-25-008696
CIK 0001941536other
Filed
Nov 25, 7:00 PM ET
Accepted
Nov 26, 4:30 PM ET
Size
9.3 KB
Accession
0001683168-25-008696
Insider Transaction Report
Form 4
KELTER JEFFREY E
Director10% Owner
Transactions
- Award
Common Stock
2025-11-25+400,000→ 628,224 total
Holdings
- 202,020(indirect: By LLC)
Common Stock
- 527,800(indirect: By LLC)
Common Stock
Footnotes (5)
- [F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. 300,000 of these RSUs vested in full on November 25, 2025 (the "Grant Date"), and 100,000 of these RSUs shall vest on the 12-month anniversary of the Grant Date, subject to the Reporting Person's continued service through such date.
- [F2]Includes 42,498 shares which vest generally as follows: (i) 50% of the shares vest on the first date during the Earnout Period (defined below) on which the VWAP of the shares exceeds $11.50 for a period of at least 20 out of 30 consecutive trading days, and (ii) 50% of the shares vest on the first date during the Earnout Period on which the VWAP exceeds $13.00 for a period of at least 20 out of 30 consecutive trading days (shares vesting on such schedule, the "Earnout Shares"). The "Earnout Period" is the time period beginning on the date immediately following the January 24, 2023 closing of the Issuer's initial business combination (the "Closing Date") and ending on and including the five year anniversary of the Closing Date. Any Earnout Shares not vested by the end of the Earnout Period shall be forfeited back to the Issuer for no consideration.
- [F3]Kelter Family Investments LLC ("KFI") is the manager to K5 Equity Capital Holdings, LLC (the "Fund"). The Reporting Person is the manager of KFI. By virtue of the relationships described herein, the Reporting Person and KFI may be deemed to indirectly beneficially own the shares of the Issuer's Common Stock held by the Fund. The Reporting Person and KFI disclaim beneficial ownership of the shares of the Issuer's Common Stock held by the Fund for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Act"), except to the extent of their pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Act or for any other purpose.
- [F4]Includes 212,491 Earnout Shares.
- [F5]Mr. Kelter holds shared authority to direct the voting and disposition of shares held by Windy Point Investments LLC. The Reporting Person disclaims beneficial ownership of the shares of the Issuer's Common Stock held by Windy Point Investments LLC for purposes of Rule 16a-1(a) under the Act, except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Act or for any other purpose.
Documents
Issuer
Bridger Aerospace Group Holdings, Inc.
CIK 0001941536
Entity typeother
Related Parties
1- filerCIK 0001198068
Filing Metadata
- Form type
- 4
- Filed
- Nov 25, 7:00 PM ET
- Accepted
- Nov 26, 4:30 PM ET
- Size
- 9.3 KB