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Airship AI corrects CEO option and rights expiration dates

The amendment corrects a typographical error in the CEO’s reported option and stock appreciation right expiration dates.

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Form Type
4/A

Rhea-AI Filing Summary

Airship AI Holdings, Inc. (AISP) CEO and Chairman of the Board Victor Huang, who is also a director and 10% owner, transferred 200,000 common shares as a gift on June 3, 2026. His reported direct common-share position afterward was 3,832,207 shares. No Rule 10b5-1 plan is reported.

The amendment corrects a typographical error in the reported expiration dates for options and stock appreciation rights. It lists 1,749,335 common shares underlying options and 1,758,105 underlying stock appreciation rights, each with a $0.12 exercise price and a January 16, 2033 expiration date.

Insider Huang Victor
Role CEO and Chairman of the BOD
Type Security Shares Price Value
Gift Common Stock F1 200,000 $0.00 $0.00
holding Options F2 -- -- --
holding Stock Appreciation Rights F3 -- -- --
holding Warrants F4 -- -- --
holding Earnout Rights F5 -- -- --
holding Options F6 -- -- --
holding Warrant -- -- --
holding Options F6 -- -- --
holding Public Warrant (AISPW shares) F7 -- -- --
Holdings After Transaction: Common Stock — 3,832,207 shares (Direct); Options — 1,899,335 contracts (Direct); Stock Appreciation Rights — 1,758,105 contracts (Direct); Warrants — 1,344,951 contracts (Direct); Earnout Rights — 1,374,252 contracts (Direct); Warrant — 220,000 contracts (Direct); Public Warrant (AISPW shares) — 126,125 contracts (Direct)
Footnotes (7)
  1. F1. Includes 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. F2. 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.
  3. F3. 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.
  4. F4. 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.
  5. F5. 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.
  6. F6. Options vest quarterly over 4 years.
  7. F7. Public Warrant (AISPW shares) Exercise Price subject to adjustment and expire five years after the closing of the merger on December 21, 2023, or earlier upon redemption or liquidation. AISPW shares have various dates exercisable based on various purchase dates.
Common shares transferred as a gift 200,000 shares June 3, 2026
Direct common shares after transaction 3,832,207 shares After the June 3, 2026 gift
Options underlying common shares 1,749,335 shares; $0.12 exercise price Expiration date: January 16, 2033
Stock appreciation rights underlying common shares 1,758,105 shares; $0.12 exercise price Expiration date: January 16, 2033
Warrants underlying common shares 1,344,951 shares; $1.77 exercise price Expiration date: May 8, 2028
Earnout rights underlying common shares 1,374,252 shares Subject to operating performance and share price performance milestones during applicable earnout periods
Options underlying common shares 100,000 shares; $2.86 exercise price Expiration date: August 16, 2034
Options underlying common shares 50,000 shares; $4.25 exercise price Expiration date: September 3, 2035
Stock Appreciation Rights technical
"Options(2) and Stock Appreciation Rights(3) derivative securities holdings"
Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.
Earnout Rights financial
"holder of such Earnout Rights is entitled to receive shares"
Conversion Ratio financial
"at the Conversion Ratio, as defined in the Merger Agreement"
The conversion ratio is the number of common shares an investor receives when a convertible security (like a bond or preferred share) or an exchangeable instrument is turned into ordinary stock. It matters because it tells investors how much ownership or dilution will occur — similar to knowing how many slices you get when you trade in a coupon — and directly affects the value you get from the convertible and the company’s future share count.
Exercise Price financial
"Exercise Price subject to adjustment"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

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

How many AISP shares did Victor Huang transfer as a gift?

Victor Huang transferred 200,000 common shares as a gift on June 3, 2026. His reported direct common-share position afterward was 3,832,207 shares.

What are Victor Huang’s AISP earnout rights tied to?

The holder is entitled to receive 1,374,252 common shares upon the occurrence of certain operating performance and share price performance milestones during the applicable earnout periods set forth in the Merger Agreement.

How do Huang’s additional AISP options vest?

The options covering 100,000 shares at $2.86 and 50,000 shares at $4.25 vest quarterly over four years.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Huang Victor

(Last)(First)(Middle)
C/O AIRSHIP AI HOLDINGS, INC.
8210 154TH AVE NE

(Street)
REDMOND WASHINGTON 98052

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Airship AI Holdings, Inc. [ AISP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO and Chairman of the BOD
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/04/2026
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/03/2026G200,000D$03,832,207(1)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Options(2)$0.1212/21/202301/16/2033Common Stock1,749,3351,749,335D
Stock Appreciation Rights(3)$0.1212/21/202301/16/2033Common Stock1,758,1051,758,105D
Warrants(4)$1.7712/21/202305/08/2028Common Stock1,344,9511,344,951D
Earnout Rights(5) (5) (5)Common Stock1,374,2521,374,252D
Options$2.86 (6)08/16/2034Common Stock100,000100,000D
Warrant$2.3609/27/202409/27/2029Common Stock220,000220,000D
Options$4.25 (6)09/03/2035Common Stock50,00050,000D
Public Warrant (AISPW shares)$4.5(7) (7)12/21/2028(7)Common Stock126,125126,125D
Explanation of Responses:
1. Includes 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. 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.
3. 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.
4. 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.
5. 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.
6. Options vest quarterly over 4 years.
7. Public Warrant (AISPW shares) Exercise Price subject to adjustment and expire five years after the closing of the merger on December 21, 2023, or earlier upon redemption or liquidation. AISPW shares have various dates exercisable based on various purchase dates.
Remarks:
Shares were transferred to another party as a gift. This amended Form 4 corrects a typographical error in the expiration dates of the Options(2) and Stock Appreciation Rights(3) derivative securities holdings.
By: /s/ Victor Huang10/01/2026
** Signature of Reporting PersonDate
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 4 (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 4: SEC 1474 (03-26)

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