AIR Global officer reports 124,274 share holding

AIR Global PLC officer George Shane Stanley filed an initial ownership report showing direct holdings of 124,274 Ordinary Shares.

Rhea-AI Filing Summary

AIR Global PLC officer George Shane Stanley filed an initial ownership report showing direct holdings of 124,274 Ordinary Shares. This amount includes 1,771 Earnout Shares that vest only if AIR Global PLC’s share price reaches or exceeds $12.50 for 20 trading days within a 30-day period or upon specified early release events. Any Earnout Shares not vested by May 14, 2031 will be forfeited. The total also includes 67,730 Ordinary Shares underlying awards granted under the company’s incentive and compensation arrangements, which vest according to their award terms.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider George Shane Stanley

Role See Remarks

Type	Security	Shares	Price	Value
holding	Ordinary Shares	--	--	--

Holdings After Transaction: Ordinary Shares — 124,274 shares (Direct)

Footnotes (2)

1. F1. Includes 1,771 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.
2. F2. Also includes 67,730 ordinary shares underlying awards pursuant to the Issuer's incentive and compensation arrangements, which shares vest in accordance with the terms of the underlying awards.

Key Figures

Total Ordinary Shares held: 124,274 shares Earnout Shares: 1,771 shares Earnout price hurdle: $12.50 per share +2 more

5 metrics

Total Ordinary Shares held 124,274 shares Direct holding reported on Form 3

Earnout Shares 1,771 shares Subject to specified price-based and event-based vesting conditions

Earnout price hurdle $12.50 per share Closing price for 20 trading days within a 30-day period

Earnout forfeiture date May 14, 2031 Unvested Earnout Shares forfeited after this date

Incentive award underlying shares 67,730 shares Underlying the issuer’s incentive and compensation arrangements

Key Terms

Earnout Shares, Earnout Period, incentive and compensation arrangements, Ordinary Shares

4 terms

Earnout Shares financial

"Includes 1,771 Ordinary Shares subject to earnout conditions ("Earnout Shares")."

Earnout shares are company stock promised to sellers as part of an acquisition that only becomes payable if the acquired business hits agreed future performance targets, like revenue or profit goals. They matter to investors because they can increase the number of shares outstanding (dilution), tie seller incentives to future success, and create uncertainty about the actual cost of the deal and future ownership unless the performance conditions are clearly understood.

Earnout Period financial

"during the Earnout Period, and (ii) certain early release events"

incentive and compensation arrangements financial

"ordinary shares underlying awards pursuant to the Issuer's incentive and compensation arrangements"

Ordinary Shares financial

"Includes 1,771 Ordinary Shares subject to earnout conditions"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does AIR Global PLC (AIIR) Form 3 disclose about George Shane Stanley’s shareholdings?

The Form 3 shows George Shane Stanley directly holds 124,274 Ordinary Shares of AIR Global PLC. This total includes Earnout Shares subject to price-based vesting and additional shares underlying incentive awards that vest according to their specific terms.

How many AIR Global PLC (AIIR) Earnout Shares does George Shane Stanley hold and what are the conditions?

He holds 1,771 Ordinary Shares designated as Earnout Shares. These vest if the share price is at or above $12.50 for 20 trading days within a 30-day period during the Earnout Period, or upon certain qualifying early release corporate events.

When do George Shane Stanley’s AIR Global PLC (AIIR) Earnout Shares expire if unvested?

Any Earnout Shares that have not vested by May 14, 2031 will be forfeited. This creates a defined window during which the $12.50 share price condition or an applicable early release event must occur for the Earnout Shares to vest.

What additional AIR Global PLC (AIIR) shares are included through incentive and compensation awards?

Stanley’s reported holdings also include 67,730 Ordinary Shares underlying awards granted under AIR Global PLC’s incentive and compensation arrangements. These shares will vest over time in line with the specific vesting schedules and conditions of the underlying awards.

Does the AIR Global PLC (AIIR) Form 3 show any recent share purchases or sales by George Shane Stanley?

The Form 3 functions as an initial ownership statement and reflects holdings rather than explicit purchases or sales. The filing lists 124,274 Ordinary Shares held directly, including Earnout Shares and incentive award shares, without detailing any separate transaction activity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 06:18 PM EDT Learn about SEC filing dates

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

George Shane Stanley

(Last) (First) (Middle)

C/O AIR GLOBAL PLC, FESTIVAL OFFICE

TOWER, DUBAI FESTIVAL CITY, 7TH FLOOR

(Street)

DUBAI UNITED ARAB EMIRATES

(City) (State) (Zip)

UNITED ARAB EMIRATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
05/15/2026

3. Issuer Name and Ticker or Trading Symbol
AIR Global PLC [ AIIR ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	124,274(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 1,771 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.

2. Also includes 67,730 ordinary shares underlying awards pursuant to the Issuer's incentive and compensation arrangements, which shares vest in accordance with the terms of the underlying awards.

Remarks:

Chief People Officer, Senior Vice President, Europe and IT Exhibit 24 - Power of Attorney.

	/s/ Mary-Ann Orr, as Attorney-in-Fact for Shane Stanley George	05/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)