New Horizon CFO reports PSU vesting and tax withholding

Q: What triggered the vesting of the performance share units at HOVR?

They vested in full when the company achieved a market capitalization of $100,000,000.

(High)

(Negative)

Form Type

Rhea-AI Filing Summary

New Horizon Aircraft (HOVR) insider activity: the Chief Financial Officer reported equity transactions tied to performance share units. On 09/26/2025, 257,143 Class A ordinary shares were acquired (code M) upon vesting of performance share units. On 10/09/2025, 110,527 shares were withheld (code F) at $3.42 to cover taxes. Following these transactions, direct ownership stands at 307,941 Class A ordinary shares.

The performance share units vested in full when the company achieved a market capitalization of $100,000,000. The derivative balance associated with these performance share units is now 0 after settlement.

Insider Trade Summary

Net Buyer: 146,616 shares

Net Buy 3 txns

Insider Merker Brian Frederick

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Ordinary Shares, without par value	110,527	$3.42	$378K
Exercise	Performance Share Units	257,143	$0.00	$0.00
Exercise	Class A Ordinary Shares, without par value	257,143	$0.00	$0.00

Holdings After Transaction: Performance Share Units — 0 shares (Direct); Class A Ordinary Shares, without par value — 307,941 shares (Direct)

Footnotes (1)

F1. Each performance share unit represents a contingent right to receive one Class A ordinary share, without par value, of New Horizon Aircraft Ltd. (the "Company"). The performance share units vested in full on the date the Company achieved a market capitalization of $100,000,000.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/14/2025 - 05:45 PM

FAQ

What did HOVR's CFO report on Form 4?

The CFO reported acquiring 257,143 Class A ordinary shares from vested performance share units and a tax withholding of 110,527 shares at $3.42.

How many HOVR shares did the CFO acquire and when?

257,143 Class A ordinary shares were acquired on 09/26/2025 (transaction code M).

How many HOVR shares were withheld for taxes and at what price?

110,527 shares were withheld on 10/09/2025 at $3.42 (transaction code F).

How many HOVR shares does the CFO own after these transactions?

Direct ownership is 307,941 Class A ordinary shares following the reported transactions.

What is the CFO’s relationship to HOVR?

The reporting person is an Officer, serving as Chief Financial Officer.

What is the remaining derivative balance after settlement?

The derivative balance for the reported performance share units is 0 after settlement.

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).

1. Name and Address of Reporting Person^*

Merker Brian Frederick

(Last)

(First)

(Middle)

C/O NEW HORIZON AIRCRAFT LTD.

3187 HIGHWAY 35

(Street)

LINDSAY

K9V 4R1

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
New Horizon Aircraft Ltd. [ HOVR ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/26/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Ordinary Shares, without par value	09/26/2025		M		257,143	A	⁽¹⁾	418,468	D
Class A Ordinary Shares, without par value	10/09/2025		F		110,527	D	$3.42	307,941	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Share Units	⁽¹⁾	09/26/2025		M			257,143	⁽¹⁾	12/15/2028	Class A Ordinary Shares, without par value	257,143	$0	0	D

Explanation of Responses:

1. Each performance share unit represents a contingent right to receive one Class A ordinary share, without par value, of New Horizon Aircraft Ltd. (the "Company"). The performance share units vested in full on the date the Company achieved a market capitalization of $100,000,000.

	/s/ Brian Frederick Merker	10/14/2025
	** 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.

Source: View Original Filing on SEC EDGAR