AIR Global PLC (AIIR) director reports indirect stakes and Earnout Shares
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
AIR Global PLC director Manuel Stotz has filed an initial statement of beneficial ownership, reporting indirect holdings of Ordinary Shares through several Kingsway-managed investment vehicles. The positions are held by Kingsway Fund - Frontier Consumer Franchises and four Kingsway FCF Overflow SPC Segregated Portfolios.
Some of these holdings include Earnout Shares that vest only if AIR Global PLC’s share price reaches $12.50 for 20 trading days within a 30-day period during the earnout period or upon specified early release events, and any unvested Earnout Shares will be forfeited after May 14, 2031.
Positive
- None.
Negative
- None.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
Stotz Manuel
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
Holdings After Transaction:
Ordinary Shares — 46,876,625 shares (Indirect, By Kingsway Fund - Frontier Consumer Franchises)
Footnotes (1)
- Includes 2,232,220 Ordinary Shares subject to earnout conditions ("Earnout Shares"). The Earnout Shares will vest upon the earlier to occur of: (i) the closing price of the AIR Global PLC ordinary shares is at or above $12.50 for 20 trading days over a consecutive 30-day period during the Earnout Period, and (ii) certain early release events, including an AIR Global PLC merger, consolidation or reorganization in which the AIR Global PLC ordinary shares are converted or exchanged for the right to receive cash or registered publicly listed securities equal to or exceeding $12.50 per ordinary share. Any Earnout Shares that have not vested by May 14, 2031 will be forfeited. . See footnote (6) for a description of AIR Earnout Shares. Includes 1,472,466 Earnout Shares. Includes 122,241 Earnout Shares. Includes 288,771 Earnout Shares. Includes 522,604 Earnout Shares. Kingsway Capital Partners Limited (the "Investment Manager"), serves as the investment manager to each of the Kingsway Fund - Frontier Consumer Franchises, Kingsway FCF Overflow SPC - Segregated Portfolio One, Kingsway FCF Overflow SPC - Segregated Portfolio Two, Kingsway FCF Overflow SPC - Segregated Portfolio Five, and Kingsway FCF Overflow SPC - Segregated Portfolio Six (collectively, the "Kingsway Entities"). The Reporting Person is the Chief Executive Officer of the Investment Manager. The Investment Manager may be deemed to be the beneficial owner of all of the ordinary shares held by the Kingsway Entities. The Reporting Person, as Chief Executive Officer of the Investment Manager with the power to exercise investment discretion, may be deemed to be the beneficial owner of all of the ordinary shares held by the Kingsway Entities.
Key Figures
Indirect holding via Kingsway Fund - Frontier Consumer Franchises: 46,876,625 shares
Indirect holding via Segregated Portfolio One: 30,921,786 shares
Indirect holding via Segregated Portfolio Six: 10,974,695 shares
+5 more
8 metrics
Indirect holding via Kingsway Fund - Frontier Consumer Franchises
46,876,625 shares
Ordinary Shares held indirectly as of May 15, 2026
Indirect holding via Segregated Portfolio One
30,921,786 shares
Ordinary Shares held indirectly as of May 15, 2026
Indirect holding via Segregated Portfolio Six
10,974,695 shares
Ordinary Shares held indirectly as of May 15, 2026
Indirect holding via Segregated Portfolio Five
6,064,204 shares
Ordinary Shares held indirectly as of May 15, 2026
Indirect holding via Segregated Portfolio Two
2,567,069 shares
Ordinary Shares held indirectly as of May 15, 2026
Aggregate Earnout Shares reference
2,232,220 shares
Ordinary Shares subject to earnout conditions during Earnout Period
Earnout price condition
$12.50 per share
Closing price target for 20 of 30 trading days
Earnout forfeiture date
May 14, 2031
Unvested Earnout Shares forfeited after this date
Key Terms
Earnout Shares, Earnout Period, beneficial owner, Segregated Portfolio, +1 more
5 terms
Earnout Period financial
"during the Earnout Period, and (ii) certain early release events"
beneficial owner financial
"may be deemed to be the beneficial owner of all of the ordinary shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
Segregated Portfolio financial
"Kingsway FCF Overflow SPC - Segregated Portfolio Six"
investment manager financial
"serves as the investment manager to each of the Kingsway Fund"
FAQ
What does AIR Global PLC (AIIR) Form 3 filed by Manuel Stotz show?
The Form 3 shows that Manuel Stotz, a director and ten percent owner, reports indirect beneficial ownership of AIR Global PLC Ordinary Shares through multiple Kingsway investment entities, including Kingsway Fund - Frontier Consumer Franchises and several Kingsway FCF Overflow SPC Segregated Portfolios.
Does the AIR Global PLC (AIIR) Form 3 show recent insider buying or selling?
The Form 3 functions as an initial ownership statement and lists holdings rather than transactions. The entries are coded as holdings without identified buy or sell transaction codes, indicating disclosure of existing indirect positions rather than new market trades.