Forge Nano CEO acquires 15.6M shares in combination
The award package also includes performance-based shares tied to stock-price or revenue thresholds and options with vesting subject to continued service.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
Forge Nano Holdings, Inc. reports that Chief Executive Officer Paul Robert Lichty acquired 15,644,258 common shares as consideration for his Forge Nano, Inc. shares in connection with the Business Combination. On October 22, 2026, he also received options under the 2017 Equity Incentive Plan, including 32,770 options at a $0.62 exercise price and 646,995 at $1.13, plus 11,733,192 earn-out shares and performance stock units. The earn-out shares and units vest in thirds at stated stock-price or trailing-revenue thresholds; certain options vest in monthly installments subject to continued service.
Insider Trade Summary
Grant/Award: 29,793,277 shares
Grant/Award
13 txns
Insider
Lichty Paul Robert
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Stock Option (right to buy) F2 | 32,770 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F3 | 646,995 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F5 | 24,221 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F6 | 206,194 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F7 | 27,070 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2 | 242,612 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F8 | 29,635 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F4 | 85,487 | -- | -- |
| Grant/Award | Stock Option (right to buy) F2, F9 | 85,487 | -- | -- |
| Grant/Award | Earnout-shares F10 | 11,733,192 | -- | -- |
| Grant/Award | Performance Stock Units F11 | 635,423 | -- | -- |
| Grant/Award | Performance Stock Units F12, F13 | 399,933 | -- | -- |
| Grant/Award | Common Stock, par value $0.0001 per share F1 | 15,644,258 | -- | -- |
Holdings After Transaction:
Stock Option (right to buy) — 1,380,471 contracts (Direct);
Earnout-shares — 11,733,192 contracts (Direct);
Performance Stock Units — 1,035,356 contracts (Direct);
Common Stock, par value $0.0001 per share — 15,644,258 shares (Direct)
Footnotes (13)
- F1. Received as consideration for shares of common stock of Forge Nano, Inc. ("Forge Nano") in connection with the Issuer's business combination (the "Business Combination") pursuant to the Agreement and Plan of Merger dated April 20, 2026, by and among Archimedes Tech SPAC Partners II Co., the Issuer (f/k/a ATII Holdings Inc.), ATII Merger Sub Inc., ATII Merger Sub II, LLC and Forge Nano (the "Merger Agreement").
- F2. Consists of stock options granted under the 2017 Equity Incentive Plan of Forge Nano that are exercisable for shares of the Issuer's common stock following the closing of the Business Combination.
- F3. These stock options vest in 48 monthly installments beginning on January 26, 2024, subject to the Reporting Person's continued service with the Issuer.
- F4. These stock options vest in 48 monthly installments beginning on April 30, 2026, subject to the Reporting Person's continued service with the Issuer.
- F5. 25% of these stock options vested on April 1, 2025, and the remaining 75% vested and will vest in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
- F6. 25% of these stock options vested on December 12, 2025, and the remaining 75% vested and will vest in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
- F7. 25% of these stock options vested on October 1, 2026, and the remaining 75% will vest in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
- F8. 25% of these stock options will vest on March 31, 2027, and the remaining 75% will vest in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
- F9. 25% of these stock options will vest on March 30, 2027, and the remaining 75% will vest in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
- F10. Represents earn-out shares granted in connection with the Business Combination. The earn-out shares will vest as follows: (i) one third will vest if the VWAP of the Common Stock equals or exceeds $15.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $400,000,000, (ii) one third of the earn-out shares will vest if the VWAP of the Common Stock equals or exceeds $20.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $600,000,000 and (iii) one third of the earn-out shares will vest if the VWAP of the Common Stock equals or exceeds $25.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $800,000,000.
- F11. Represents performance stock units, each representing a right to receive one share of common stock of the Issuer, granted to holders of Forge Nano stock options in connection with the Business Combination. The performance stock units will vest as follows: (i) one third of the performance stock units will vest if the VWAP of the Common Stock equals or exceeds $15.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $400,000,000, (ii) one third of the performance stock units will vest if the VWAP of the Common Stock equals or exceeds $20.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $600,000,000 and (iii) one third of the performance stock units will vest if the VWAP of the Common Stock equals or exceeds $25.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $800,000,000.
- F12. Represents performance stock units, each representing a right to receive one share of common stock of the Issuer, granted to holders of Forge Nano stock options in connection with the Business Combination. The performance stock units will vest as follows, subject to the Reporting Person's continued service with the Issuer through each applicable vesting event: (i) one third of the performance stock units will vest if the VWAP of the Common Stock equals or exceeds $15.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $400,000,000, (ii) one third of the performance stock units will vest if the VWAP of the Common Stock equals or exceeds $20.00 per share over any 30 trading day period or the revenue of the Issuer (Cont'd in FN14)
- F13. (Cont'd from FN13) for the preceding twelve months equals or exceeds $600,000,000 and (iii) one third of the performance stock units will vest if the VWAP of the Common Stock equals or exceeds $25.00 per share over any 30 trading day period or the revenue of the Issuer for the preceding twelve months equals or exceeds $800,000,000.
Key Figures
Common shares acquired: 15,644,258 shares
Stock options: 646,995 options at $1.13 per share
Stock options: 242,612 options at $3.24 per share
+3 more
6 metrics
Common shares acquired
15,644,258 shares
Received as consideration for Forge Nano, Inc. shares in the Business Combination
Stock options
646,995 options at $1.13 per share
Granted October 22, 2026; expiration date December 25, 2028
Stock options
242,612 options at $3.24 per share
Granted October 22, 2026; expiration date September 30, 2030
Earn-out shares
11,733,192 shares
Granted in connection with the Business Combination; vesting is subject to stated stock-price or revenue thresholds
Performance stock units
635,423 units
Granted October 22, 2026; vesting is subject to stated stock-price or revenue thresholds
Performance stock units
399,933 units
Granted October 22, 2026; subject to continued service through each applicable vesting event and stated stock-price or revenue thresholds
Key Terms
VWAP, earn-out shares, performance stock units, 2017 Equity Incentive Plan
4 terms
VWAP financial
"VWAP of the Common Stock equals or exceeds $15.00 per share"
VWAP, or Volume-Weighted Average Price, is a way to find the average price of a stock throughout the trading day, giving more importance to times when more shares are traded. It helps traders see the typical price and decide whether a stock is expensive or cheap compared to its average, similar to finding the average speed during a trip by giving more weight to times when you traveled faster or slower.
performance stock units financial
"one third of the performance stock units will vest"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
2017 Equity Incentive Plan financial
"stock options granted under the 2017 Equity Incentive Plan of Forge Nano"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
AI-generated analysis. How Rhea-AI works. Not financial advice.
