Airship AI (AISP) insider updates large share and derivative holdings
Rhea-AI Filing Summary
Airship AI Holdings, Inc. insider updates ownership details in an amended Form 4. A director, chief operating officer and 10% owner reported a transaction dated 12/18/2025 in which 2,063,322 shares of common stock were disposed of with a transaction code "G" at a reported price of $0. Following this change, the insider reports 5,222,920 shares of common stock beneficially owned directly.
The filing also lists several derivative positions. These include warrants with an exercise price of $1.77 for 1,344,951 underlying common shares expiring on 05/08/2027, earnout rights for up to 1,630,642 common shares tied to operating and share price milestones in a prior merger agreement, and options to purchase 100,000 and 50,000 shares at exercise prices of $2.86 and $4.25 expiring on 08/16/2034 and 09/03/2035, with options vesting quarterly over four years. The amendment states it is filed to consolidate all prior direct and indirect holdings into direct holdings.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Common Stock | 2,063,322 | $0.00 | -- |
| holding | Warrants | -- | -- | -- |
| holding | Earnout Rights | -- | -- | -- |
| holding | Options | -- | -- | -- |
| holding | Options | -- | -- | -- |
Footnotes (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. 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. 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. Options vest quarterly over 4 years.
FAQ
What insider activity did Airship AI (AISP) disclose in this amended Form 4?
The filing reports that a director, chief operating officer and 10% owner disposed of 2,063,322 shares of Airship AI common stock on 12/18/2025 with transaction code "G" at a reported price of $0, and now reports holding 5,222,920 common shares beneficially owned directly.
What derivative securities does the reporting person hold in Airship AI (AISP)?
The insider reports several derivative positions: 1,344,951 warrants with a $1.77 exercise price expiring on 05/08/2027, earnout rights1,630,642 common shares, and stock options for 100,000 shares at $2.86 expiring on 08/16/2034 and 50,000 shares at $4.25 expiring on 09/03/2035.
How were the earnout rights for Airship AI (AISP) structured?
The earnout rights entitle the holder to receive shares of Airship AI common stock upon the occurrence of specified operating performance and share price performance milestones during earnout periods defined in a merger agreement.
How did the reporting person originally receive many of these Airship AI (AISP) securities?
According to the disclosure, the reported common shares and warrants were received on 12/21/2023 as consideration under a Merger Agreement, in exchange for shares and warrants of Airship AI at a defined conversion ratio at the effective time of the merger.
What is the purpose of this Amendment No. 1 to the Airship AI (AISP) Form 4?
The remarks state that this Amendment No. 1 is filed to update the original Form 4 dated 12/18/2025 and to report and consolidate all direct and indirect holdings as direct holdings for the reporting person.
How do the Airship AI (AISP) stock options held by the insider vest?
The filing explains that the reported stock options vest quarterly over four years, providing a gradual vesting schedule for the insider’s option grants.