Sponsor-linked insider stakes disclosed at Armada Acquisition III (NASDAQ: AACIU)
Rhea-AI Filing Summary
Armada Acquisition Corp. III director and officer Herbert Stephen P filed an initial insider report listing his indirect interests through Armada Sponsor III LLC. The sponsor holds 8,597,917 Class B Ordinary Shares, which automatically convert one-for-one into Class A Ordinary Shares at the time of the company’s initial business combination or earlier at the holder’s option.
The sponsor also holds 400,000 Class A Ordinary Shares included in 400,000 private placement units. These shares are to be transferred to non‑managing investors and the sponsor’s managing members only upon completion of an initial business combination. In addition, the sponsor holds 200,000 Private Placement Warrants, each exercisable for one Class A Ordinary Share for cash or on a cashless basis and expiring five years after the initial business combination or earlier upon redemption or liquidation. The filing notes that Stephen may be deemed to beneficially own the securities held by the sponsor but disclaims beneficial ownership except to the extent of his pecuniary interest.
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Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Class B Ordinary Shares | -- | -- | -- |
| holding | Private Placement Warrants | -- | -- | -- |
| holding | Class A Ordinary Shares | -- | -- | -- |
Footnotes (1)
- Represents 400,000 Class A Ordinary Shares (the "Private Placement Shares") of Armada Acquisition Corp. III (the "Issuer") that are included in the 400,000 private placement units (the "Private Placement Units") of the Issuer purchased by Armada Sponsor III LLC (the "Sponsor"), which shares will be transferred to the non-managing investors (as defined in the registration statement on Form S-1 (File No. 333-291013) (the "Registration Statement")) and to the managing members of the Sponsor only upon consummation of an initial business combination. Each Private Placement Unit is comprised of one Private Placement Share and one-half of one private placement warrant of the Issuer (the "Private Placement Warrants"), each whole Private Placement Warrant will be exercisable to purchase one Private Placement Share. Does not include any Private Placement Shares issuable upon the exercise of Private Placement Warrants. The securities are held directly by the Sponsor. The Reporting Person is a managing member of the Sponsor, therefore, he may be deemed to have beneficial ownership of the securities held directly by the Sponsor. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein. The Class B Ordinary Shares have no expiration date and will automatically convert into Class A Ordinary Shares at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis. Represents Private Placement Warrants included in the 400,000 Private Placement Units. Each Private Placement Warrant is exercisable for cash or on a cashless basis, as described in the Registration Statement. Assuming an exercise for cash, 200,000 Private Placement Shares would be issued upon exercise of the Private Placement Warrants. The Private Placement Warrants expire five (5) years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation of the Issuer, as described in the Registration Statement.
