Form 4: Airship AI CFO Mark Scott Reports New Option Grant

Airship AI Holdings, Inc. Chief Financial Officer Mark E. Scott reported an acquisition of 50,000 stock options and detailed existing equity holdings.

Summary

• Mark E. Scott, Chief Financial Officer and a Director of Airship AI Holdings, Inc. (AISP), reported his beneficial ownership and recent transactions.
• Scott directly owns 43,952 shares of Common Stock.
• He acquired 50,000 stock options on September 3, 2025, with an exercise price of $4.25 per share, which vest quarterly over four years and expire on September 3, 2035.
• Scott holds 14,650 Earnout Rights indirectly, which are convertible into common stock upon achieving specific operating performance and share price milestones as per the Merger Agreement.
• He also holds additional stock options indirectly for 25,000 shares at an exercise price of $1.49, granted on March 1, 2024, and expiring on March 1, 2034.
• Directly held options include 100,000 shares at $2.86 (vesting quarterly over 4 years, expiring August 16, 2034) and 30,000 shares at $3.27 (vesting quarterly over 4 years, expiring March 4, 2035).

Sentiment

Score: 6

Explanation: The filing reports standard insider transactions, including a new option grant, reflecting ongoing compensation and ownership structure for a key executive. This is generally neutral but can be seen as slightly positive due to continued executive alignment.

Positives

• The Chief Financial Officer received a new grant of 50,000 stock options, indicating continued alignment of management incentives with shareholder value.
• Significant existing equity and derivative holdings demonstrate a vested interest in the company's long-term success.

Risks

• Earnout Rights are contingent on the achievement of specific operating performance and share price milestones, introducing uncertainty regarding their ultimate conversion into common stock.
• The value of stock options is subject to the future market price of Airship AI Holdings, Inc. common stock, which can fluctuate.

Future Outlook

Earnout Rights are contingent on the company achieving certain operating performance and share price milestones during applicable earnout periods. Stock options have vesting schedules, typically over four years, indicating future equity accumulation for the reporting person.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions, providing transparency into the equity holdings and compensation structure of a key executive. It does not contain information directly related to broader industry trends or competitive positioning.

Related Party Transactions

• Certain derivative securities (Earnout Rights and 25,000 options) are held by various entities controlled by the Reporting Person, with the Reporting Person having voting and dispositive power over these securities. Beneficial ownership is disclaimed except to the extent of pecuniary interest.

Stakeholder Impact

• Shareholders gain transparency regarding the equity holdings and compensation of a key executive, which can inform their assessment of management's alignment with shareholder interests.

Next Steps

• The vesting of stock options will continue quarterly over four years from their respective grant dates.
• The company's performance will be monitored for the achievement of operating and share price milestones relevant to the Earnout Rights.

Key Dates

Keywords

Airship AI Holdings, AISP, Mark E. Scott, CFO, SEC Form 4, Insider Transaction, Stock Options, Earnout Rights, Beneficial Ownership