0001161697-24-000114.txt : 20240304
0001161697-24-000114.hdr.sgml : 20240304
20240304162743
ACCESSION NUMBER: 0001161697-24-000114
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240301
FILED AS OF DATE: 20240304
DATE AS OF CHANGE: 20240304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCOTT MARK E
CENTRAL INDEX KEY: 0001197104
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40222
FILM NUMBER: 24715291
MAIL ADDRESS:
STREET 1: C/O VISUALANT INC
STREET 2: 500 UNION STREET, SUITE 420
CITY: SEATTLE
STATE: WA
ZIP: 98101
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Airship AI Holdings, Inc.
CENTRAL INDEX KEY: 0001842566
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 934974766
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 8210 154TH AVE NE
CITY: REDMOND
STATE: WA
ZIP: 98052
BUSINESS PHONE: (877) 462-4250
MAIL ADDRESS:
STREET 1: 8210 154TH AVE NE
CITY: REDMOND
STATE: WA
ZIP: 98052
FORMER COMPANY:
FORMER CONFORMED NAME: BYTE Acquisition Corp.
DATE OF NAME CHANGE: 20210128
FORMER COMPANY:
FORMER CONFORMED NAME: Byte Acquisition Corp.
DATE OF NAME CHANGE: 20210126
4
1
form_4.xml
FORM 4 FOR 03-01-2024
X0508
4
2024-03-01
0
0001842566
Airship AI Holdings, Inc.
AISP
0001197104
SCOTT MARK E
C/O AIRSHIP AI HOLDINGS, INC.
8210 154TH AVE NE
REDMOND
WA
98052
0
1
0
0
Chief Financial Officer
0
Options
0.57
2023-12-21
2032-01-15
Common Stock
43952
43952
I
See footnote
Options
1.64
2023-12-21
2033-08-06
Common Stock
43952
43952
I
See footnote
Earnout Rights
Common Stock
19534
19534
I
See footnote
Options
1.49
2024-03-01
4
A
0
25000
0
A
2024-03-01
2034-03-01
Common Stock
25000
25000
I
See footnote
Represents options to purchase shares of common stock of the Issuer received on December 21, 2023, pursuant to that certain Merger Agreement, dated as of June 27, 2023 (as amended on September 22, 2023 and as may be further amended and/or restated from time to time, the "Merger Agreement"), by and among Airship AI Holdings, Inc., a Delaware corporation (the "Issuer") (formerly known as BYTE Acquisition Corp., a Cayman Island exempted company limited by shares, prior to its domestication as a Delaware corporation), BYTE Merger Sub, Inc., a Washington corporation and a direct, wholly-owned subsidiary of the Issuer, and Airship AI, Inc., a Washington company (formerly known as Airship AI Holdings, Inc., "Airship AI"). The Reporting Person received the reported options upon the conversion of options to purchase shares of common stock of Airship AI at the Conversion Ratio, as defined in the Merger Agreement, as of the Effective Time of the Merger.
Held by various entities controlled by the Reporting Person. The Reporting Person has voting and dispositive power over the securities held by such entities. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.
Pursuant to earnout provisions in the Merger Agreement and subject to the Reporting Person's continued service to the Issuer, the holder of such Earnout Rights is entitled to receive shares of common stock of the Issuer upon the occurrence of certain operating performance and share price performance milestones during the applicable earnout periods set forth in the Merger Agreement.
By: /s/ Mark E. Scott
2024-03-01