Theodore Brombach - 17 Oct 2024 Form 4 Insider Report for Montana Technologies Corp. (AIRJ)

Role
10%+ Owner
Signature
/s/ See signatures included in Exhibit 99.1
Issuer symbol
AIRJ
Transactions as of
17 Oct 2024
Net transactions value
$0
Form type
4
Filing time
21 Oct 2024, 21:34:49 UTC
Previous filing
15 Nov 2024
Next filing
02 Dec 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AIRJ Class A Common Stock Other $0 -3,481,337 -100% $0.000000 0 17 Oct 2024 By XMS XPDI Sponsor II Holdings LLC F1, F5
transaction AIRJ Class A Common Stock Other $0 +746,694 +2831% $0.000000 773,066 17 Oct 2024 Direct F2, F3
transaction AIRJ Class A Common Stock Other $0 +153,626 $0.000000 153,626 17 Oct 2024 By XMS Holdings LLC F2, F4, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AIRJ Private Placement Warrants Other -2,725,000 -100% 0 17 Oct 2024 Class A Common Stock 2,725,000 $11.50 By XMS XPDI Sponsor II Holdings LLC F1, F5
transaction AIRJ Private Placement Warrants Other +584,470 584,470 17 Oct 2024 Class A Common Stock 584,470 $11.50 Direct F2
transaction AIRJ Private Placement Warrants Other +120,250 120,250 17 Oct 2024 Class A Common Stock 120,250 $11.50 By XMS Holdings LLC F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Theodore Brombach is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Reflects a pro-rata distribution in-kind by XMS XPDI Sponsor II Holdings LLC to its members for no consideration (the "Distribution").
F2 Represent securities acquired in the Distribution.
F3 The reported securities include 163,031 shares subject to vesting pursuant to that certain Sponsor Support Agreement, dated as of June 5, 2023 (the "Sponsor Support Agreement").
F4 The reported securities include 33,542 shares subject to vesting pursuant to the Sponsor Support Agreement.
F5 Theodore J. Brombach and John Yogi Spence are the managing members of XMS XPDI Sponsor II Holdings LLC. Accordingly, all of the shares held by XMS XPDI Sponsor II Holdings LLC may be deemed to be beneficially owned by each of the foregoing individuals. Each such person disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein.
F6 Theodore J. Brombach and John Yogi Spence are each 50% owners and the managing members of XMS Holdings LLC. As a result, all of the shares held by XMS Holdings LLC may be deemed to be beneficially owned by each of the foregoing individuals. Each such person disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein.