[Form 4] New Horizon Aircraft Ltd. Warrant Insider Trading Activity

Rhea-AI Filing Summary

New Horizon Aircraft Ltd. (HOVR) – Form 4 insider filing (10 July 2025)

Head of People & Strategy Stewart Murray Lee reported the automatic conversion (transaction code “M”) of 40,000 performance stock units (PSUs) into an equal number of Class A ordinary shares on 11 June 2025. The PSUs vested in full after the company achieved a 100 % Total Shareholder Return versus its 3 February 2025 award-date price. No cash was paid upon conversion (stated price $0).

Following the transaction, the officer’s direct ownership rose to 298,194 Class A shares. All PSUs reported in Table II were surrendered on exercise, leaving 0 derivative units outstanding.

The filing signals: (1) completion of a predefined performance milestone indicating strong recent stock appreciation, and (2) continued insider equity alignment with no shares sold.

Positive

• 100 % Total Shareholder Return benchmark achieved, indicating recent strong stock performance.
• Officer now directly holds 298,194 shares, reinforcing insider-ownership alignment.

Negative

• Issuance of 40,000 new Class A shares adds minor dilution to existing shareholders.

Insights

Securities Analyst

TL;DR: Officer converted 40k PSUs after 100 % TSR milestone; ownership now 298k shares—no sale, limited dilution, neutral impact.

Table I confirms a non-cash, in-kind issuance of 40,000 shares, a small addition to float unless total outstanding shares are very low. Transaction code “M” reflects routine vesting, not a discretionary market purchase or sale, so signalling value is modest. The noteworthy data point is management’s confirmation that the company doubled shareholder value between 3 Feb 2025 and vest date, implying strong price momentum. Because the shares were retained, insider alignment remains high. However, the lack of open-market buying limits positive inference. Overall, the event is administratively important but not materially price-moving.

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^*

Lee Stewart Murray

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Head of People & Strategy

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2025

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	06/11/2025		M		40,000	A	$0(1)	298,194	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
Performance Stock Units	(1)	06/11/2025		M			40,000	(1)	12/15/2028	Class A ordinary shares without par value	40,000	$0	0	D

Explanation of Responses:

1. Each performance stock unit represented a contingent right to receive one Class A ordinary share, without par value (each, a "Class A Ordinary Share"). The performance stock units vested in full on the date the Company achieved 100% Total Shareholder Return, defined as the percentage change in the value of the Class A Ordinary Shares over a specified period, calculated as the quotient of (i) the difference between the current share price and the share price on February 3, 2025 (the "Award Date"), divided by (ii) the share price on the Award Date.

	/s/ Stewart Murray Lee	07/10/2025
	** 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.
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FAQ

What did New Horizon Aircraft (HOVR) report on the Form 4?

The company disclosed that officer Stewart Murray Lee converted 40,000 performance stock units into Class A shares.

How many shares does the insider own after the transaction?

Lee now owns 298,194 Class A ordinary shares directly.

What triggered the vesting of the performance stock units?

The PSUs vested when the company achieved 100 % Total Shareholder Return versus the February 3 2025 award price.

Was cash paid for the newly issued shares?

No. The conversion price was reported as $0, indicating a non-cash exercise.

Does the filing indicate any insider selling?

No shares were sold; the transaction involved issuing shares upon PSU vesting.

What is transaction code “M” on Form 4?

Code “M” signifies the conversion or exercise of derivative securities, such as PSUs, into equity.