SEC Form 4 · accession 0001161697-26-000130

Airship AI Holdings, Inc. · AISP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Victor Huang

Officer — CEO and Chairman of the BOD · Director · 10% Owner

Period of report

Jun 3, 2026

Accepted (ET)

Jun 4, 2026 · 6:21 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0001842566

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Jun 3, 2026	G	200,000	$0.00	D	3,832,207	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Options^F2	$0.12	holding	—	—	—	Dec 21, 2023	Mar 31, 2033	Common Stock	1,749,335	1,749,335	D
Stock Appreciation Rights^F3	$0.12	holding	—	—	—	Dec 21, 2023	Mar 31, 2033	Common Stock	1,758,105	1,758,105	D
Warrants^F4	$1.77	holding	—	—	—	Dec 21, 2023	May 8, 2028	Common Stock	1,344,951	1,344,951	D
Earnout Rights^F5	—	holding	—	—	—	—	—	Common Stock	1,374,252	1,374,252	D
Options^F6	$2.86	holding	—	—	—	—	Aug 16, 2034	Common Stock	100,000	100,000	D
Warrant	$2.36	holding	—	—	—	Sep 27, 2024	Sep 27, 2029	Common Stock	220,000	220,000	D
Options^F6	$4.25	holding	—	—	—	—	Sep 3, 2035	Common Stock	50,000	50,000	D
Public Warrant (AISPW shares)^F7	$4.50	holding	—	—	—	—	Dec 21, 2028	Common Stock	126,125	126,125	D

Explanation of responses

F1Includes 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.
F2Represents options to purchase shares of common stock of the Issuer received on December 21, 2023, pursuant to the Merger Agreement, 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.
F3Represents stock appreciation rights denominated in shares of common stock of the Issuer received on December 21, 2023, pursuant to the Merger Agreement, upon the conversion of stock appreciation rights denominated in 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.
F4Represents 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.
F5Pursuant 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.
F6Options vest quarterly over 4 years.
F7Public Warrant (AISPW shares) Exercise Price subject to adjustment and expire five years after the closing of the merger on December 21, 2023, or earlier upon redemption or liquidation. AISPW shares have various dates exercisable based on various purchase dates.

Remarks

Shares were transferred to another party as a gift.