SCHEDULE 13D/A: Major Shareholder William Kerber Updates Stake in Palladyne AI Corp., Discloses Trust Transfers
Beneficial Ownership Report
William Kerber, a significant shareholder in Palladyne AI Corp., has filed an amended Schedule 13D, revealing changes to his beneficial ownership, including direct share transactions and gifts to irrevocable trusts.
Summary
- William Xavier Kerber III beneficially owns an aggregate of 2,292,482 shares of Palladyne AI Corp. Common Stock, representing 7.61% of the Issuer's outstanding shares.
- This ownership consists of 2,092,482 shares held directly by Mr. Kerber and 200,000 shares held indirectly through the Vincent Kerber and Katheryn Kerber Irrevocable Trusts.
- Mr. Kerber maintains sole voting and dispositive power over his directly held shares and shared voting and dispositive power over the shares held in the trusts, where he serves as an investment advisor.
- Since the last amendment on September 17, 2024, Mr. Kerber's direct holdings have seen a net decrease of 110,555 shares.
- He also gifted 100,000 shares to the Vincent Kerber Irrevocable Trust and 100,000 shares to the Katheryn Kerber Irrevocable Trust on December 17, 2024, each valued at $3.54 per share at the time of the gift.
- The beneficial ownership percentage is calculated based on 30,112,399 shares of Common Stock outstanding as of November 6, 2024.
- Mr. Kerber's transactions in the past 60 days include multiple purchases and sales, with notable sales on December 26, 2024 (-100,892 shares at $8.21) and December 27, 2024 (-100,000 shares at $12.36).
Sentiment
Score: 5
Explanation: The document is a factual disclosure of a shareholder's ownership changes, without explicit positive or negative commentary on the company's performance or outlook. The sentiment is neutral as it reports required information.
Positives
- Mr. Kerber maintains a significant beneficial ownership stake of 7.61% in Palladyne AI Corp., indicating continued interest in the company.
- His role as an investment advisor to the trusts allows him to retain shared voting and dispositive power over the gifted shares, maintaining influence.
Negatives
- Mr. Kerber's direct holdings have seen a net decrease of 110,555 shares since the last amendment, indicating a reduction in his direct exposure.
- Significant sales transactions occurred at higher price points, including 100,892 shares at $8.21 and 100,000 shares at $12.36, which could be interpreted as profit-taking.
Future Outlook
The document does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction. It solely focuses on the beneficial ownership of William Kerber III.
Industry Context
This filing is a routine disclosure of a significant shareholder's ownership changes and does not provide specific insights into broader industry trends or competitive landscape for Palladyne AI Corp. It reflects an individual investor's activity within the market.
Related Party Transactions
- William Kerber III gifted 100,000 shares to the Vincent Kerber Irrevocable Trust and 100,000 shares to the Katheryn Kerber Irrevocable Trust on December 17, 2024.
- Mr. Kerber serves as an investment advisor to these two trusts, maintaining shared voting and dispositive power over the shares held within them.
- Chi Kerber, Mr. Kerber's spouse, is the acting trustee of both the Vincent Kerber and Katheryn Kerber Irrevocable Trusts.
Stakeholder Impact
- Shareholders: Provides transparency regarding the holdings and recent activities of a significant beneficial owner, which can influence market perception and trading decisions.
- Company Management: Awareness of a major shareholder's position and activity, though this filing does not indicate any direct impact on company operations or strategy.
Key Dates
| Date | Description |
|---|---|
| 2024-09-17 | Date of the last amendment filing by Mr. Kerber. |
| 2024-11-06 | Date as of which the Issuer's outstanding Common Stock (30,112,399 shares) was calculated for beneficial ownership percentages. |
| 2024-11-14 | Purchase of 118,602 shares at $1.78. |
| 2024-11-22 | Sale of 99,141 shares at $4.04. |
| 2024-12-17 | Purchase of 32,401 shares at $3.73; Gift of 100,000 shares to Vincent Kerber Trust at $3.54; Gift of 100,000 shares to Katheryn Kerber Trust at $3.54. |
| 2024-12-19 | Sale of 1,300 shares at $3.06; Purchase of 13,075 shares at $3.11. |
| 2024-12-20 | Purchase of 26,700 shares at $3.44. |
| 2024-12-26 | Sale of 100,892 shares at $8.21. |
| 2024-12-27 | Date of event which requires filing of this statement; Sale of 100,000 shares at $12.36. |
| 2025-01-02 | Date of filing of this Amendment No. 2. |
Keywords
Palladyne AI Corp, William Kerber, Schedule 13D, Beneficial Ownership, Common Stock, Shareholder, Investment, Trusts, SEC Filing
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