Filing Details

Accession Number:
0001161697-24-000017
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-01-02 20:20:21
Reporting Period:
2023-12-28
Accepted Time:
2024-01-02 20:20:21
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1842566 Airship Ai Holdings Inc. AISP Services-Prepackaged Software (7372) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
2004301 Victor Huang C/O Airship Ai Holdings, Inc.
8210 154Th Ave Ne
Redmond WA 98052
Ceo And Chairman Of The Bod Yes Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2023-12-28 5,500 $2.15 5,500 No 4 P Direct
Common Stock Acquisiton 2023-12-28 200 $2.14 5,700 No 4 P Direct
Common Stock Acquisiton 2023-12-28 300 $2.13 6,000 No 4 P Direct
Common Stock Acquisiton 2023-12-28 2,000 $2.15 8,000 No 4 P Direct
Common Stock Acquisiton 2023-12-28 4,500 $2.11 12,500 No 4 P Direct
Common Stock Acquisiton 2023-12-28 2,500 $2.07 15,000 No 4 P Direct
Common Stock Acquisiton 2023-12-28 3,000 $2.11 18,000 No 4 P Direct
Common Stock Acquisiton 2023-12-28 2,000 $2.10 20,000 No 4 P Direct
Common Stock Acquisiton 2023-12-28 10,000 $2.04 30,000 No 4 P Direct
Common Stock Acquisiton 2023-12-28 10,000 $2.01 40,000 No 4 P Direct
Common Stock Acquisiton 2023-12-29 5,000 $1.74 45,000 No 4 P Direct
Common Stock Acquisiton 2023-12-29 5,000 $1.71 50,000 No 4 P Direct
Common Stock Acquisiton 2024-01-02 5,000 $1.48 55,000 No 4 P Direct
Common Stock Acquisiton 2024-01-02 5,000 $1.48 60,000 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 3,384,353 Indirect See footnote
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Options $0.12 2023-12-21 2032-01-15 1,758,105 1,758,105 Indirect
Common Stock Stock Appreciation Rights $0.12 2023-12-21 2032-02-16 1,758,105 1,758,105 Indirect
Common Stock Warrants $1.77 2023-12-21 2027-05-08 1,344,951 1,344,951 Direct
Common Stock Earnout Rights $0.00 1,533,458 1,533,458 Indirect
Common Stock Earnout Rights $0.00 298,878 298,878 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2032-01-15 1,758,105 1,758,105 Indirect
2032-02-16 1,758,105 1,758,105 Indirect
2027-05-08 1,344,951 1,344,951 Direct
1,533,458 1,533,458 Indirect
298,878 298,878 Direct
Footnotes
  1. 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.
  2. 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.
  3. 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.
  4. 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.
  5. 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.
  6. 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.