0001213900-23-097796.txt : 20231221 0001213900-23-097796.hdr.sgml : 20231221 20231221200921 ACCESSION NUMBER: 0001213900-23-097796 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231221 FILED AS OF DATE: 20231221 DATE AS OF CHANGE: 20231221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Xu Derek CENTRAL INDEX KEY: 0002004130 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40222 FILM NUMBER: 231506892 MAIL ADDRESS: STREET 1: C/O AIRSHIP AI HOLDINGS, INC. STREET 2: 8210 154TH AVE NE CITY: REDMOND STATE: WA ZIP: 98052 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BYTE Acquisition Corp. CENTRAL INDEX KEY: 0001842566 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 445 PARK AVENUE STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (972) 979-5995 MAIL ADDRESS: STREET 1: 445 PARK AVENUE STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: Byte Acquisition Corp. DATE OF NAME CHANGE: 20210126 3 1 ownership.xml X0206 3 2023-12-21 0 0001842566 BYTE Acquisition Corp. BYTS 0002004130 Xu Derek C/O AIRSHIP AI HOLDINGS, INC. 8210 154TH AVE NE REDMOND WA 98052 1 1 1 0 Chief Operating Officer Common Stock 8438905 I See footnote Warrants 1.77 2023-12-21 2027-05-08 Common Stock 1344951 D Earnout Rights Common Stock 1875312 I See footnote Earnout Rights Common Stock 298878 D Represents shares of common stock of the Issuer received on December 21, 2023, as consideration 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 shares in exchange for 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. Airship Redmond Family Limited Partnership is the record holder of the securities reported herein. Derek Xu is the managing partner of Airship Redmond Family Limited Partnership and as such has voting and dispositive power over these securities. Mr. Xu disclaims beneficial ownership of the securities held by Airship Redmond Family Limited Partnership, except to the extent of his pecuniary interest therein. Represents warrants to purchase shares of common stock of the Issuer received by the Reporting Person on December 21, 2023, pursuant to the Merger Agreement, upon the conversion of warrants 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. Pursuant to earnout provisions in the Merger Agreement, 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/ Derek Xu 2023-12-21