[Form 4] Airship AI Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Victor Huang, CEO and Chairman of Airship AI Holdings, Inc. (AISP), reported changes in his beneficial ownership on Form 4. The filing shows a disposition of 134,719 shares of common stock on 09/03/2025 and a contemporaneous grant of 50,000 options exercisable through 09/03/2035 with $0 exercise price reported as acquired on the same date. Following the reported transactions, Airship Kirkland Family Limited Partnership is recorded as holding 3,393,123 shares indirectly; Mr. Huang is the managing partner and disclaims direct beneficial ownership except for his pecuniary interest. The schedule also details various derivative holdings received on 12/21/2023, including options, SARs, warrants and earnout rights with specified exercise prices and expirations.

Positive

• Timely disclosure of insider transactions and holdings consistent with Section 16 reporting requirements
• Detailed breakdown of derivative instruments (options, SARs, warrants, earnout rights) including prices and expirations

Negative

• Disposition of 134,719 shares reported on 09/03/2025 (reduces reported direct holdings)
• Majority of holdings recorded indirectly through Airship Kirkland Family Limited Partnership, complicating direct ownership clarity

Insights

Corporate Governance Expert

TL;DR: Routine insider reporting of a share disposition and option grant; ownership largely held indirectly via family partnership.

The Form 4 discloses a sale of 134,719 common shares and an option award of 50,000 options exercisable through 2035 with a $0 reported exercise price on 09/03/2025. Material additional detail shows substantial indirect holdings (3,393,123 shares) held by Airship Kirkland Family Limited Partnership, for which Mr. Huang is managing partner and retains voting/dispositive power but disclaims direct beneficial ownership except for pecuniary interest. The filing also catalogs multiple derivative instruments issued as part of the Merger Agreement on 12/21/2023, with specific exercise prices and expirations documented. This is a disclosure of transactions and existing holdings rather than a change to corporate governance or control structure.

Securities Analyst

TL;DR: Insider sold a modest block and received an option grant; substantial indirect holdings and multiple derivative instruments remain outstanding.

The reported disposal of 134,719 shares and acquisition of 50,000 options (09/03/2025) are clearly recorded. The filing lists significant converted equity and derivative positions originating from the Merger Agreement dated June 27, 2023, and effective 12/21/2023, including options, stock appreciation rights, warrants, public warrants, and earnout rights with exercise prices ranging from $0.12 to $4.50 and varying expiration dates. Ownership is predominantly indirect through a family limited partnership where Mr. Huang has managing partner authority. The disclosure is informational; the Form 4 itself does not provide additional financial metrics or valuation context.

SEC Form 4

FORM 4

UNITED 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
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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 WA 98052

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Airship AI Holdings, Inc. [ AISP ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Chairman of the BOD

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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

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 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								134,719	D
Common Stock								3,393,123(1)	I	See footnote(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options(3)	$0.12							12/21/2023	01/15/2032	Common Stock	1,749,335		1,749,335	I	See footnote(2)
Stock Appreciation Rights(4)	$0.12							12/21/2023	02/16/2032	Common Stock	1,758,105		1,758,105	I	See footnote(2)
Warrants(5)	$1.77							12/21/2023	05/08/2027	Common Stock	1,344,951		1,344,951	D
Earnout Rights	(6)							(6)	(6)	Common Stock	1,750,094		1,750,094	I	See footnote(2)
Options	$2.86							(7)	08/16/2034	Common Stock	100,000		100,000	D
Warrant	$2.36							09/27/2024	09/27/2029	Common Stock	220,000		220,000	D
Public Warrant (AISPW shares)	$4.5(8)							08/22/2025	12/21/2028(8)	Common Stock	84,125		84,125	D
Options	$4.25	09/03/2025		A		50,000		(7)	09/03/2035	Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Represents 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. Airship Kirkland Family Limited Partnership is the record holder of the securities reported herein. Victor Huang is the managing partner of Airship Kirkland Family Limited Partnership and as such has voting and dispositive power over these securities. Mr. Huang disclaims beneficial ownership of the securities held by Airship Kirkland Family Limited Partnership, except to the extent of his pecuniary interest therein.

3. 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.

4. 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.

5. 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.

6. 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.

7. Options vest quarterly over 4 years.

8. 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.

	By: /s/ Victor Huang	09/04/2025
	** 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 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).
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FAQ

What transactions did Victor Huang report on the Form 4 for AISP?

The filing reports a disposition of 134,719 common shares and the acquisition (grant) of 50,000 options on 09/03/2025.

How many Airship AI (AISP) shares are reported as held indirectly by Mr. Huang?

The Form 4 reports 3,393,123 shares of common stock as beneficially owned indirectly by Airship Kirkland Family Limited Partnership, for which Mr. Huang is the managing partner.

What derivative instruments from the merger are disclosed in the Form 4?

The filing discloses options, stock appreciation rights, warrants, public warrants and earnout rights received on 12/21/2023, with underlying share amounts and exercise prices specified (e.g., options $0.12, warrants $1.77, public warrants $4.50).

Does Mr. Huang claim direct beneficial ownership of the partnership-held shares?

Mr. Huang states he disclaims beneficial ownership of securities held by Airship Kirkland Family Limited Partnership except to the extent of his pecuniary interest.

Are there expirations or vesting terms disclosed for the reported options?

Yes. Several instruments list expirations and exercise prices (for example, options vest quarterly over 4 years; a new option grant listed is exercisable to 09/03/2035 with $0 price; other instruments have dates ranging to 2032–2035 and warrants to 2027–2029).