Statement of Changes in Beneficial Ownership (4)
August 17 2021 - 12:32PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Jarvis Scot B |
2. Issuer Name and Ticker or Trading Symbol
Airspan Networks Holdings Inc.
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MIMO
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
777 YAMATO ROAD, SUITE 310 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/13/2021 |
(Street)
BOCA RATON, FL 33431
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/13/2021 | | J | | 251910 | A | (1) | 251910 | I | See footnote (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrants (right to buy) | $12.50 | 8/13/2021 | | J | | 12727 | | 8/13/2021 | 8/13/2023 | Common Stock | 12727 | (1) | 12727 | I | See footnote (2) |
Warrants (right to buy) | $15.00 | 8/13/2021 | | J | | 12727 | | 8/13/2021 | 8/13/2023 | Common Stock | 12727 | (1) | 12727 | I | See footnote (2) |
Warrants (right to buy) | $17.50 | 8/13/2021 | | J | | 12727 | | 8/13/2021 | 8/13/2023 | Common Stock | 12727 | (1) | 12727 | I | See footnote (2) |
Stock Option (right to buy) | $1.94 | 8/13/2021 | | A | | 12178 | | 8/13/2021 | 6/9/2024 | Common Stock | 12178 | (3) | 12178 | D | |
Stock Option (right to buy) | $2.53 | 8/13/2021 | | A | | 6490 | | 8/13/2021 | 11/4/2024 | Common Stock | 6490 | (4) | 6490 | D | |
Stock Option (right to buy) | $2.53 | 8/13/2021 | | A | | 5209 | | 8/13/2021 | 1/29/2025 | Common Stock | 5209 | (5) | 5209 | D | |
Stock Option (right to buy) | $2.66 | 8/13/2021 | | A | | 6974 | | 8/13/2021 | 2/3/2026 | Common Stock | 6974 | (6) | 6974 | D | |
Stock Option (right to buy) | $3.36 | 8/13/2021 | | A | | 14676 | | (7) | 4/27/2027 | Common Stock | 14676 | (8) | 14676 | D | |
Stock Option (right to buy) | $5.42 | 8/13/2021 | | A | | 18125 | | (9) | 1/29/2029 | Common Stock | 18125 | (10) | 18125 | D | |
Stock Option (right to buy) | $3.96 | 8/13/2021 | | A | | 14918 | | (11) | 2/11/2030 | Common Stock | 14918 | (12) | 14918 | D | |
Stock Option (right to buy) | $6.29 | 8/13/2021 | | A | | 8451 | | (13) | 1/28/2031 | Common Stock | 8451 | (14) | 8451 | D | |
Explanation of Responses: |
(1) | Received in exchange for (a) 16,260 shares of Airspan Networks Inc. ("Legacy Airspan") Series D Preferred Stock, (b) 4,065 shares of Legacy Airspan Series G Senior Preferred Stock, (c) 4,066 shares of Legacy Airspan Series H Senior Preferred Stock and (d) warrants exercisable for 2,033 shares of Legacy Airspan Series H Senior Preferred Stock in connection with the merger of Artemis Merger Sub Corp. ("Merger Sub") with and into Legacy Airspan (the "Merger") pursuant to that certain Business Combination Agreement, dated as of March 8, 2021, by and among Airspan Networks Holdings Inc. (f/k/a New Beginnings Acquisition Corp.), Legacy Airspan and Merger Sub. |
(2) | The securities are held by Connis Point Partners, LLC, of which Mr. Jarvis is the Managing Member. |
(3) | Received in the Merger in exchange for a stock option to acquire 2,111 shares of Legacy Airspan common stock for $11.22 per share. |
(4) | Received in the Merger in exchange for a stock option to acquire 1,125 shares of Legacy Airspan common stock for $14.61 per share. |
(5) | Received in the Merger in exchange for a stock option to acquire 903 shares of Legacy Airspan common stock for $14.61 per share. |
(6) | Received in the Merger in exchange for a stock option to acquire 1,209 shares of Legacy Airspan common stock for $15.32 per share. |
(7) | The stock option vests as to 25% on April 27, 2018, and in 36 equal monthly installments thereafter. |
(8) | Received in the Merger in exchange for a stock option to acquire 2,544 shares of Legacy Airspan common stock for $19.37 per share. |
(9) | The stock option vests as to 25% on January 29, 2020, and in 36 equal monthly installments thereafter. |
(10) | Received in the Merger in exchange for a stock option to acquire 3,142 shares of Legacy Airspan common stock for $31.26 per share. |
(11) | The stock option vests as to 25% on February 11, 2021, and in 36 equal monthly installments thereafter. |
(12) | Received in the Merger in exchange for a stock option to acquire 2,586 shares of Legacy Airspan common stock for $22.86 per share. |
(13) | The stock option vests as to 25% on January 28, 2022, and in 36 equal monthly installments thereafter. |
(14) | Received in the Merger in exchange for a stock option to acquire 1,465 shares of Legacy Airspan common stock for $36.30 per share. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Jarvis Scot B 777 YAMATO ROAD, SUITE 310 BOCA RATON, FL 33431 | X |
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Signatures
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/s/ David Brant, Attorney-in-Fact | | 8/13/2021 |
**Signature of Reporting Person | Date |
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