AISPW Insider Report: 50,000 Options Granted; 11,281 Shares Sold by Director

Rhea-AI Filing Summary

Airship AI Holdings, Inc. (AISPW) Form 4 summary: Director Amit Mital reported multiple changes in beneficial ownership. The filing shows a sale of 11,281 shares of common stock and the acquisition of 50,000 stock options on 09/03/2025 with a $4.25 exercise price and a 09/03/2035 expiration. The reporting person continues to hold previously issued options exercisable through 2033 covering 203,061 shares and 33,844 earnout right shares subject to performance milestones. The newly acquired options vest quarterly over four years and were reported as acquired for $0 price in the Form 4.

Positive

• 50,000 options acquired on 09/03/2025 with a multi-year vesting schedule supports executive retention
• Existing 203,061 exercisable options and 33,844 earnout rights align management incentives with performance

Negative

• Disposition of 11,281 shares on 09/03/2025 reduced the reporting person's direct share ownership
• Earnout rights are contingent on performance and continued service, so potential share issuance depends on future milestones

Insights

Securities Analyst

TL;DR: Insider sold a small block of shares and received long-dated options that vest over four years, indicating compensation and retention alignment.

The 11,281-share disposition is a straightforward sale and reduces direct shareholdings. Simultaneously, the grant of 50,000 options at a $4.25 strike exercisable through 2035, vesting quarterly over four years, is a common retention/compensation structure for executives following a merger. Existing options exercisable to 2033 and earnout rights remain significant components of the reporting person's equity exposure. Overall, transactions are routine insider activity and non-dilutive until options are exercised.

Corporate Governance Expert

TL;DR: The filing shows compensation-related option awards and a routine sale; governance implications are limited and typical for post-merger equity arrangements.

The Earnout Rights and legacy options from the Merger Agreement remain in place and are contingent on service and performance, aligning incentives with shareholder value creation. The 50,000-option award with multi-year vesting supports retention without immediate dilution. The disclosed transactions appear compliant with Section 16 reporting; no indications of extraordinary governance concerns are present in the document.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Mital Amit

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Options	50,000	$0.00	--
holding	Options	--	--	--
holding	Earnout Rights	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Options — 50,000 shares (Direct); Earnout Rights — 33,844 shares (Direct); Common Stock — 11,281 shares (Direct)

Footnotes (1)

1. Represents options to purchase shares of common stock of the Issuer received on December 21, 2023, 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 options 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. Pursuant to earnout provisions in the Merger Agreement and subject to the Reporting Person's continued service to the Issuer, 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.

Form 4 Insider Transactions: What Each Field Means →

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
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^*

Mital Amit

(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		10% Owner
	Officer (give title below)		Other (specify below)

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								11,281	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options(1)	$1.64							12/21/2023	08/06/2033	Common Stock	203,061		203,061	D
Earnout Rights	(2)							(2)	(2)	Common Stock	33,844		33,844	D
Options	$4.25	09/03/2025		A		50,000		(3)	09/03/2035	Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Represents options to purchase shares of common stock of the Issuer received on December 21, 2023, 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 options 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.

2. Pursuant to earnout provisions in the Merger Agreement and subject to the Reporting Person's continued service to the Issuer, 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.

3. Options vest quarterly over 4 years.

	By: /s/ Amit Mital	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).
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.

FAQ

What transactions did Amit Mital report on the Form 4 for AISPW?

The Form 4 reports a sale of 11,281 common shares and the acquisition of 50,000 stock options on 09/03/2025.

What are the terms of the newly acquired options reported by Amit Mital?

The new options have a $4.25 exercise price, a 09/03/2035 expiration, vest quarterly over four years, and 50,000 options were reported acquired.

What outstanding equity awards does the filing show Amit Mital still holds?

The filing discloses 203,061 exercisable options33,844 earnout-right shares subject to performance milestones.

Do the earnout rights automatically convert to shares?

No. The earnout rights convert to common stock only if specified operating and share-price milestones occur during the earnout periods and subject to continued service.

When was the earliest transaction date reported on the Form 4?

The earliest transaction date reported in this filing is 09/03/2025.