HOVRW Form 4: Eric Robinson disposes of 275,000 shares to cover taxes

Rhea-AI Filing Summary

Eric Brandon Robinson, who serves as Chief Executive Officer and a director of New Horizon Aircraft Ltd. (HOVRW), reported multiple dispositions of Class A ordinary shares on 07/22/2025, 07/23/2025, 07/28/2025, 08/05/2025 and 08/06/2025. The dated transactions on those dates total 275,000 shares sold at prices reported between $1.601 and $1.73, with a noted weighted average price of $1.614 for the 08/05 sale. The filing states the proceeds were intended to satisfy tax liabilities from vesting of share awards. Robinson disclaims beneficial ownership except for his pecuniary interest; the shares are held indirectly by Robinson Family Ventures Inc., with reported indirect holdings of 1,792,510 Class A shares following the transactions.

Positive

• Transparent disclosure: The Form 4 specifies dates, amounts, and price ranges for each sale and includes an explanation of purpose.
• Continued substantial ownership: Reporting person retains an indirect stake of 1,792,510 Class A shares via Robinson Family Ventures Inc.

Negative

• Insider sales: The CEO/director disposed of 275,000 Class A shares across July–August 2025, which may be viewed negatively by some investors.
• Concentration of holdings held indirectly: Significant ownership is through a family entity, which could limit clarity on direct control despite the disclaimer.

Insights

Financial Analyst

TL;DR: CEO sold 275,000 Class A shares across late July–early August to cover tax liabilities; retains a substantial indirect stake via family entity.

The Form 4 documents five dated sales totaling 275,000 Class A ordinary shares at reported prices ranging from $1.601 to $1.73. The filing explicitly states proceeds were used to satisfy tax liabilities arising from vesting of share awards, indicating these sales were not described as open-market opportunistic trades. After the reported transactions, the reporting person’s indirect beneficial ownership held by Robinson Family Ventures Inc. is reported as 1,792,510 shares. For investors, the key facts are clear disclosure of purpose and continued sizable indirect ownership.

Corporate Governance Expert

TL;DR: Form 4 shows timely Section 16 disclosure of multiple share dispositions by the CEO, with explanatory notes clarifying tax-related proceeds and ownership via a family entity.

The filing identifies Eric Brandon Robinson as both a director and the Chief Executive Officer and records multiple share dispositions across five dates. The explanatory section explicitly states the proceeds will satisfy tax liabilities from vesting and disclaims direct beneficial ownership of shares held by Robinson Family Ventures Inc., aside from pecuniary interest. The disclosure includes price ranges and a commitment to provide detailed execution-level pricing on request, which supports transparency and compliance with reporting obligations.

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

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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^*

Robinson Eric Brandon

(Last) (First) (Middle)

C/O NEW HORIZON AIRCRAFT, LTD.

3187 HIGHWAY 35

(Street)

LINDSAY A6 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/22/2025

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
Class A Ordinary Shares without par value								206,342	D
Class A Ordinary Shares without par value	07/22/2025		S(1)		31,417	D	$1.7	2,036,093	I	Held by Robinson Family Ventures Inc.(2)
Class A Ordinary Shares without par value	07/23/2025		S(1)		43,583	D	$1.7	1,992,510	I	Held by Robinson Family Ventures Inc.(2)
Class A Ordinary Shares without par value	07/28/2025		S(1)		392	D	$1.73	1,992,118	I	Held by Robinson Family Ventures Inc.(2)
Class A Ordinary Shares without par value	08/05/2025		S(1)		150,000	D	$1.614(3)	1,842,118	I	Held by Robinson Family Ventures Inc.(2)
Class A Ordinary Shares without par value	08/06/2025		S(1)		49,608	D	$1.67	1,792,510	I	Held by Robinson Family Ventures Inc.(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

Explanation of Responses:

1. The proceeds from the reported transaction are intended to satisfy tax liabilities arising from the vesting of share awards.

2. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

3. The price reported in Column 4 is a weighted average price. These shares were disposed of in multiple transactions at prices ranging from $1.601 to $1.620, inclusive. The reporting person undertakes to provide to New Horizon Aircraft Ltd. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares disposed of at each separate price within the range.

	/s/ Eric Brandon Robinson	08/08/2025
	** 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 Eric Brandon Robinson report for HOVRW?

The Form 4 reports five dispositions on 07/22/2025, 07/23/2025, 07/28/2025, 08/05/2025 and 08/06/2025, totaling 275,000 Class A ordinary shares sold.

Why were the HOVRW shares sold by the reporting person?

The filing states the proceeds were intended to satisfy tax liabilities arising from the vesting of share awards.

At what prices were the HOVRW shares sold?

Reported sale prices ranged from $1.601 to $1.73, with a weighted average price of $1.614 reported for the 08/05/2025 sale.

How much HOVRW stock does the reporting person beneficially own after these transactions?

The Form 4 reports indirect beneficial ownership of 1,792,510 Class A shares held by Robinson Family Ventures Inc. following the transactions.

What is the reporting person’s relationship to New Horizon Aircraft (HOVRW)?

Eric Brandon Robinson is listed as both a Director and the Chief Executive Officer of New Horizon Aircraft Ltd.