Form 4: Airship AI Holdings COO Derek Xu Reports Changes in Beneficial Ownership
SEC Form 4
Derek Xu, COO of Airship AI Holdings, reports changes in beneficial ownership of common stock and derivative securities following a merger agreement.
Summary
- Derek Xu, the Chief Operating Officer, a Director, and a 10% Owner of Airship AI Holdings, Inc., filed a Form 4 detailing changes in his beneficial ownership of the company's securities.
- The reported transactions stem from a merger agreement dated June 27, 2023, involving Airship AI Holdings, Inc., BYTE Merger Sub, Inc., and Airship AI.
- On March 7, 2025, Xu reported the ownership of 74,719 shares of common stock directly.
- Xu also indirectly owns 1,696,210 shares through Airship Redmond Family Limited Partnership, where he is the managing partner.
- He also owns warrants to purchase 1,344,951 shares of common stock with an exercise price of $1.77, expiring on May 8, 2027.
- Additionally, Xu holds earnout rights for 1,406,484 shares indirectly and 224,158 shares directly, contingent on certain performance milestones.
- Xu directly owns options exercisable at $2.86 for 100,000 shares of common stock, vesting quarterly over 4 years, expiring on August 16, 2034.
Sentiment
Score: 5
Explanation: The document is a standard regulatory filing detailing changes in ownership, with no inherent positive or negative sentiment.
Future Outlook
The reporting person may receive additional shares of common stock based on the achievement of certain operating performance and share price performance milestones as outlined in the Merger Agreement.
Industry Context
This filing is a routine disclosure related to insider ownership changes following a corporate merger, which is common in the technology sector as companies consolidate and executives adjust their holdings.
Stakeholder Impact
- The filing provides transparency to shareholders regarding the ownership structure of the company.
- It may influence investor perception of management's alignment with shareholder interests.
Key Dates
| Date | Description |
|---|---|
| 06/27/2023 | Date of the Merger Agreement among Airship AI Holdings, Inc., BYTE Merger Sub, Inc., and Airship AI. |
| 09/22/2023 | Amendment date of the Merger Agreement. |
| 12/21/2023 | Date when Reporting Person received shares and warrants pursuant to the Merger Agreement. |
| 05/08/2027 | Expiration date of warrants to purchase common stock. |
| 08/16/2034 | Expiration date of options to purchase common stock. |
| 03/07/2025 | Date of the transaction reported in the Form 4. |
| 03/11/2025 | Date of signature of the Form 4. |
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